Spider-Unleashed Season 2
by marc1986
Summary: This is the second installment of Spider-Man's life as he fights along side this reality's protectors - the Loonatics.
1. Chapter 1

Spider-Man is owned by Marvel

Loonatics Unleashed is owned by Kids WB

Chapter 1

Secrets of the Guardian Strike sword

After six months of meeting his old friends, and family Peter was happy to be in his new home - Acmetropolis. 'This is a great morning.' Peter thought as he and Ace were driving through their peaceful city for one reason. "Are you sure of this meeting?" The web-slinger questioned as they were driving.

"Yeah, my contact is in the park: waiting for us." The yellow hare said back to they arachnid before turning into the park. The duo kept driving, careful of civilians, until they…stopped at a man standing in front of an Ice Cream cart.

"Can't believe I let Cottontail talk me into going on an Ice Cream run for her and the rest of the team." The seventh Loonatic muttered before getting off his cycle. After taking off their helmets the two of them headed over to the vendor.

"Hmm. Let's see." Ace said as he went before the seventh ranked hero. "I think I'll have a double scoop of mint chocolate chip." He said to the seller before quickly changing it, "Oh, no, no, no, no. Make that a double vanilla fudge ripple." The man was about to give the rabbit what he wants until the long eared man changed it again, "No, no, no, no, no, no. How about a double pistachio almond…with some sprinkles there?" He said as the man was scooping up his order.

'Finally he's decided.' The vendor thought with a sense of relief.

"Let's compromise, doc, and just give me all of the above." Ace said while the man was scooping up his treat. "I'll work it off saving the world from something." He added, making it sound as though hero work is easy to do.

'If he feels that lax I wonder if I should tell him of the strange hole that appeared on the side of that building.' Parker thought as he stared at a blue tinted hole. Just when the snack was being handed off to the field leader a train burst through the hole causing the two men to fall on one another due to the shockwave. 'Guess he knows about it new.' The blue Loonatic thought, grateful that his powers kept him anchored.

"Ooh, that peanut butter carrot ripple really packs a wallop." The swords-bunny claimed as he wiped some pink ice cream from his face. Loonatic yellow notices what made the citizens shriek with fear - a train, so he headed to his ride. "I'd love to stay and chat, but as you can see, I've got a train to catch." Ace said to the vendor, who was trying to get an ice cream container off his head, before powering his new bike for flight mode, and took off.

"Normally, I'd say desert is on you, but I saw that you were made at Ace, so I won't." Spider said as he stuck his hand to the pot and pulled it free of the man's head. "By the way when you restock your cart: the other Loonatics want two to five tubs of these flavors." He said to the vendor while giving him a piece of paper that had what they wanted.

"Tell your friend to have a decision BEFORE he stops my stand next time, Spider-Man." The vendor said before leaving to get cleaned up. The seventh shrugged it off, went to his ride and followed.

"I have a flight mode too, but it isn't as death defying as this." Peter said before firing a grappling hook at the belly of the train. No sooner than the hook was secured to the steel body he was pulled back up. "This seems too easy." He whispered before activating his thrusters, so that he could park his ride on top of the train.

"Hmm. There's gotta be a brake switch somewhere on this thing." Ace said after leaping from his vehicle and landing on the train, and walking up to the controls. He tried moving a lever, but before he knew it something snagged his back and pulled him down. "Spider, what was that-." He was about to question until the sound of a low class laser beam metal was heard.

"That's my train to rob you no good long-eared varmint and sticky fingered spider." A man in strange blue armor with a thick red beard said to them in a semi-thick Texan accent. "In a few minutes, Ophiuchus Sam is gonna be the richest…" He said to them before blasting and speaking at the same time, "rootinest tootinest outlaw west of Orin's Belt." He said and stopped firing at them.

"Maybe then you can upgrade that robo-donkey." Ace quipped as he flipped to the top of the engiene.

"Not bad, but I don't think he needs a new ride - I think he just needs to get his guns upgraded. Seriously, those look like guns kids use when they want to play police and pirates." Spider said was he flipped and landed on the other edge of the engine.

'I'll shut them both up.' The marksman thought and shot a few shells at the spider, and a few at the bunny. Where the blue one dodged them with his back to the attacker, the yellow one deflected the or deflected them back with his sword. "YEOW!" He shouted to his warm seat due to a 'back at him' shell to his seat.

'He's good.' The brown haired human thought after seeing what he saw, but in a moment his spider sense flared causing him to look at his right side. Ace saw this and got ready, but they saw a man in a purple uniform with red hair looking at the heroes calmly.

"You know, I hear it's less drafty riding inside the train." The mystery man said to them in a comical tone. Despite his joke the seventh's danger detector was not happy with this new arrival.

"Hey, thanks for the travel tip doc." Ace said to the stranger.

"Sure, it's less drafty, but you still have to deal with all those tourists." The seventh said and to his relief the man seemed to have went away, but the mule rider came back.

"Uhn! Hold on, so I can vaporize yous into smithereenies." The robber began blasting but the two went back to the controls. The moment they landed the web-head created a shield where he and the swords-bunny hid behind.

"The name's Deuce. It looks like you two could use some help. The new guy said to the pinned down heroes. Both didn't like it when someone was pointing out the obvious when they were trying to serve out justice.

"What would ever give you a silly idea like that?" The rabbit questioned as he gave the rider to their left a semi-ticked look on his face.

"Call it a hunch." The other said, and that was when they both saw the marksman pull out a bigger gun.

'I just had to use a bigger gun crack.' Peter thought, cursing himself before he fired. When this shell landed the web-shield disintegrated. "Yeah, that figures." The web-spinner thought before thinking what to do next.

"Kiss your butts good-by you ornery flea-bitten, and disease infested varmints." The marksman gloated after jumping off his rid and onto the engine with the two of them. Before he could kill them the third person tossed a shield of sorts which saved them from three shots.

"Thanks." Ace said, thankful for the extra hand.

"Yes." Te new man said, happy to do his part, or at least he acted like it. "Looks like we're running out of track." He informed the duo who looked over the side of it, and saw the machine was about to enter the exit hole. "Let's bolt." He ordered to the two.

'Not without my ride.' Peter thought as he leapt over to his bike. As he was starting it up he saw Deuce grab his shield along with Ace, who was grabbing his down helmet, by the waist band. "Guess that works too." He whispered before driving off the train.

"Go ahead and hightail it out of here." The robber said to the three of them. "The train and everything in it belongs to- Hah!" He cheered, but was stopped due to him leaping for joy and hitting the wall instead of going through the hole. "Me." He groaned out before coming to his senses and shouting, "Yah, Mule!" The machine came to him, and he flew away.

'That was an embarrasment.' Peter thought before activating flight mode of his ride. 'Better get Ace's ride.' He thought before messing with his com link and saying one word into it, "Come." When he said that the yellow coated vehicle followed after him. He soon joined up with Ace and Deuce in the center of town.

"Thanks for the assist, Deuce." Ace said after sitting in the backseat of his new friend's jet-cycle.

"Yeah, we make a pretty good team." The man said with a smile before he and two other rides landed on the ground. It was then both heroes saw the rest of their team.

"Hey, Ace, Spider-Man, did you two hear about the runaway train at the park today?" The pink furred hare questioned to the two that she knew of, and not at the third. The two walked over to her, and Peter let his field boss have this comedic moment since he was still iffy of the new guy.

"Hear about it? I got bruises to show for it I don't like to show." Ace said and prayed no one knew which one he meant since he did not want their founder making fun of his clumsy-fluke on the train.

"You found out from our ice cream supplier." The blue Loonatic said to her with a smile on his face. The others seemed stunned that he would know such a thing. "I know because…" He stalled to take something off the female hare's lips. "…you left the evidence behind." He finished before sampling the ice cream she had. "Rocky Road, good call." He said with a smile in her direction.

"Anyway." Ace started to say to get their attention before continuing with, "Guys, this is our new pal, Deuce. If it weren't for him, hah, my furry white tail, and the bug's silver spinnerets would be toast." The second bunny saw a look of 'yeah right' in her…friend's eyes, but said nothing about it.

"No big deal." The new man said in a casual tone. "You might say I have a way of being in the wrong place and the right time." He explained himself to the local hero team.

"Sounds like you, Ace, and Spider-Man have a lot in common." The fellow hare: praising both heroes since she knew that Peter never went out looking for trouble; trouble always found him.

"Ace, I've been to every corner of the galaxy…" The man in purple started to say as the swords-bunny took out his sword to clean up the handle with a cloth he never left HQ with. "…but I've never seen a bad boy sword like that before." He finished his comment while still gazing at the blade in question.

"Thanks, it was given to me when I got into the action hero business." The field leader said back to him as he too marveled at how it looked.

"Can I hold it?" Deuce questioned after Ace sheathed the blade back into the handle. When he said that the arachnid was starting to believe his spider sense since he knew that when a new guy asks to hold a team's trademark weapon - it is never for good.

"Hey, I don't have to take this." Danger said as he was tired of being ignored and run up in between Deuce and Ace, and grabbed the handle himself. We've worked together for a year, and you never once let me hold your sword." He complained as he stood on the edge of the fountain for a better angle. Their tug-of-war for the sword stopped when a hologram appeared before them.

"I won't even ask." She said as the first thing she saw was Ace and Danger fighting over the sword.

"Hey, Zadavia, there's someone I'd like you to meet." Ace said to his boss while trying not to be caught up in her beauty. He took the duck's daze to get his sword free, and hold it away from the mallard. "This here is…" He said and gestured to the one in purple, but was cut off by the founder.

"Duece!" She said in alarm and anger. "Hmm. I never thought I'd see you again." She said calmly to the old face before her.

"You two know each other?" Lexi questioned to the founder out of wonder.

"Only to well." The blonde answered her back in a level tone, but the field leader could tell that something was up.

"Hey, is something wrong?" Ace asked to her since she didn't seem like her usual self when she made these sudden holo-visits.

"Let's just say, Deuce and I have had our differences in the past." Zadavia said back to him trying to ease the sword holder, and assure him that it is nothing personal.

"She's right." He said to the swords-bunny before turning to face the female. "Look, I know I made some mistakes. I'm only here to ask your forgivness and a chance to start over." He said to her with a smile to try to seal the deal.

"Then, you've made a very long trip for no reason." She answered back to him with a guilty finger gesture right at the apologetic one. He thought of a different tactic, but nothing came.

"Perhaps I should leave." He said to her calmly.

"Not perhaps. Definitely." She countered to him. He got on his ride and flew off. Ace then turned to Spider who was thumbing at their rides since he knew that Ace wanted to know her behavior toward the new-guy, but the former loner knew that this was not the place for such a talk.

'Guess he's right.' The yellow bunny thought before flying off with the others back to their spire. Once they parked their vehicles in the hanger the team saw that Zadavia was already in the meeting room. "So, why the bum's rush on Deuce, Zadavia?" Ace questioned as soon as he sat down in his chair.

"During the fall of Freleng, the last craft to depart…" She started to say, but waited until the screen showed what she was speaking of. "…was the royal intergalactic quasar train." She continued when the images began to move. "It was rumored to have carried cargo that could make a man king." She said to them, and that was when Danger started to babble.

"Wowee. Sound code for treasure." The beaked one said to them.

"Pay attention, Duck." The true leader shouted to him.

"What?" He questioned back to her, but was never answered.

"A stray photon blast struck the transport…and caused it to launch prematurely on a runaway course." She said and stalled to let the other hear the blast hitting the vehicle. "It disappeared into a wormhole and was believed lost forever, until recently." She added to let them know that this was that same train. "I fear the arrival of Deuce is no coincence." She said to them while giving Peter a look since she knew that he could sense of this new guy was good or not.

"You think he's after the train?" Lexi question since that is what it wounded like to her.

"It's also possible that he's changed." Ace said to her even though when ever it had to do with Freleng she was always right, but he prayed that she was wrong about this one.

"A risk I cannot risk." Zadavia said back to her trusted friend since she did like his optimism…just not right now. "The train must be stopped before it falls into the wrong hands." She said to the others in a calm, ordering tone.

"Look, even if we can stop this ton of metal, how do we find it? It's not like we can catch it at our local Wormhole depo." The agile one questioned which earned her a comment from her friend.

"Very simple. There's eight of us, so we'll use the eight basic directional directions." He said to them, and as always earned a few groans due to his lack of taking this seriously.

"Actually, I know a faster way. I may have a better solution." Tech said to them before heading to his lab. The others followed his lead. As soon as he got in their the brains of the team sat and typed on his computer. "In a few moments, I will have the exact time…and coordinates of where the next wormhole will appear." He said while typing. "According to my algorithm, it will open in exactly seven and a half minutes. This will let you know how long you have." He said and informed while activating a claw that gave the field leader a small hand held device.

"Tech, you and Lexi keep monitoring the situation. Everyone else, it's time to jet." Ace said to them causing the other five to head to the hanger to get on their rides. Before he got on his Danger Duck saw something through the exit hole.

"Hey, what's Mr. Popular still doing here?" Danger questioned as he and the others watched as the new guy took off his helmet while still staying in the air. "You've been eavesdropping about our train." He commented while thinking. 'That's probably why she nor Peter spoke of his spider sense; didn't want to tell this guy everything.' He kept tight beak about his friend's power and listened to this threat.

"Look, I heard about the quasar train and thought if I could bring it back…well maybe I could earn Zadavia's trust again." The one in purple said to the hero, but he only mocked the statement on his way to his orange vehicle.

"Yes, another sob story. Look, look, world's tiniest violin." The mallard remarked to the man in the hanger. Ace saw the man seem defeated and decided to provoke him in a different way.

"So, do you always give up so easily?" The rabbit questioned which earned him a comment from his family rival.

"What are you doing?" Duck questioned since he was following Zadavia's lead about this man not being trustworthy.

"Duck he saved mine and Spider's life." The field leader said while pointing to the man in question.

"And your point?" He questioned back since anyone of them could have done the same.

"Everyone deserves a second chance. You should know that better than anyone." The long eared one said back to the egg tosser who gave him a low growl in return before going to his vehicle. "Okay, Loonatics: ready…set…let's jet." He said to them as they donned on the solid black shield, switch to flight mode, and flew off.

'He's making a mistake.' Peter thought as he swung after them since he preferred his swinging over machines most of the time. They flew around the city for seven and a half minutes and that was when the vehicle appeared.

"Looks like our train is right on time." Ace said to them as they were right at the tail of the intergalactic device.

"Let's catch our ride." Deuce said as he and Ace got in close, and once they were close enough the duo leapt into the edge of the caboose before climbing to the top. The other four landed on the top of the last car with little trouble.

"We gotta work fast and stop this choo-choo…before the wormhole closes again." Ace said to them with his new partner looking at the device Tech gave to him. "Duck, Spider, and Slam check the cars. Rev and I will check up front." He instructed and they walked in through the back not knowing the train robber was also there.

"Why, them no good, mangy, polecats. No one steals the train I'm stealing or my name ain't Ophi-." The man said but slipped on his own name, so he tried again, "Ichi- We-." He quickly got tired of trying to guess his name and went with something else, "Whatever it is, yah Mule!" He then rocketed to one of the cars by the side of the machine.

"Every train comes with an emergency cord. There's gotta be one around here somewhere." Danger said as they entered a new car since he had seen such ploys on the cartoons from Peter's original dimension, so he guessed it will work in real life. "Looking for a cord. Looking for a cord. Looking for a cord. There it is." He chanted and praised after seeing said item hanging by a wall.

'Too easy.' The experienced one thought, and knew something bad was about to happed due to his sixth sense. He stuck his hand on his teammates back, and when he received an angry look the arachnid pointed at the wall. There was a spot by the cord that seemed to be getting warmer.

"Now I got you where I want you." The robber said to the three before him.

"Guys, do something." Duck shouted before quacking out of the open hand and reappeared behind Slam. Out of instinct the web-spinner shot a web-line, snagged the gun, pulled it to him, and crushed it in his hand.

'My turn.' The devil thought as he picked up a nearby crate, ready to toss it, but stopped when a new laser blast made it into a donut. The trio saw that the man now had a replacement blaster in hand.

"Say adios to Acmetropolis…" He said before the shot, and after the shot he continued with, "…and say hello to oblivi- Oblu- Whatever you call it." Peter and Slam then dodged his blasts one after another.

"Protect me." Duck shouted at his double wall.

"Hold still, you confounded bird." He shouted, and that caused the spinner to be a little confused over why he would want to ice Duck when he and Slam are seen as the strength factor of the team. The robber tried to leap onto the train, but the door slammed on him halfway through his jump.

"Sorry, Duck can't go out and play until he finishes his homework." Deuce since it was he who shut the door on the man's face. That display made the duck cave into this guy being on their side, but the spider was still not buying it.

"Thanks, Deuce. My hero." He said while shaking both of the man's hands.

'All according to plan.' He thought happily. 'More or less.' He corrected himself as he saw that the human still didn't trust him. On top of the train Rev stopped since he had been checking the tops of each car for any danger.

"Aha. I got ya." The robber said as he changed to a different target once he peeled himself off the wall and onto the train car roof. He fired but saw that he hit nothing. "Huh? There's no way that gall darn feather duster could have got away." He shouted in disbelief before hearing a voice.

"Are you sure he didn't slip away? He can slip away faster than you can say slip away…even though slip away can be said awfully fast." The voice said, and as he spoke Ophiuchus Sam looked in between his feet and saw that his target got behind him somehow.

"Hey, you look awful familiar." The bearded man said as he turned to face the waving bird with his gun on the Loonatics. "Say sayonara, beak breath." He challenged, but before he could fire Deuce grabbed the gun and swept the feet, and Ace sent him flying with a kick of his own.

"Nice work, Deuce." Ace said to his friend.

"Nice assist, Ace." Deuce said to his friend as they both gave the other a thumbs-up.

"Aw, thanks Deuce Ace was sure right about you, even though we don't know anything about you. But, we're glad you're here or I wouldn't be here to be glad you're here." Rev said to their new friend before being dragged by Ace to the front of the ship.

"Rev, keep your eyes peeled for anything that looks like brakes." The leader said to the speed factor. As they were doing that the other three were still trying to find someway to stop this train.

"Hide." He whispered to them after they shut the lid to an empty crate. The three of them hid beside a much larger crate before peeking over the side to see who it was the spider sense detected.

"Hey, how come it's me…that's always getting the cow cud knocked out of him?" The red furred lawbreaker said to his business partner as they were both walking into the car. "Where's that gal durn treasure?" He questioned after turning to face his ally.

"All in good time, Sam." The partner answered calmly after walking in and they saw that it was none other than Deuce. "First Ace's sword, then the treasure. And then I'll care of floppy ears personally." He said, explaining the steps of his plan, and ticking off the eavsdroppers. The two shared a laugh and the villain endered his comment with, "Floppy ears.' As he thinks himself of being cleaver for saying such a thing.

"That's a good one." Sam said to his partner. It was then the three of them made themselves know to their foes.

"You're not fooling anybody. You and whiskers here are in cahoots." Danger said to the madman before them.

"You're smarter than you look." Deuce said, unphased by them knowing of his plan. The web-head knew what to do about them.

"You two tell Ace what's going down. I can take these guys." Peter said while thumbing over to the door on the other side of the car.

"I'm afraid I'm gonna have to put your little plan on hold." Deuce said to the three as the humanoid Loonatics were heading to the door, and the human Loonatic was facing him. The man summoned his shield and tossed it over there heads causing all to duck.

"Do you really think you got us?" Duck questioned as he saw Deuce attach his retractable shield back to his arm before they were buried in carrying containers. "Okay you got us." He groaned in pain after the avalanch; the two left the car together.

'Just in case.' The gunman thought after shooting the button that opened the door. He then followed his partner once his guns were back in their holsters. In the engine of the train the speed and the sword were not faring so good.

"This isn't looking good, Rev." Ace commented as they were staring down the exit tunnel. "We gotta bolt. We have only seconds before the wormhole closes." He instructed while pointing to one of the gauges. The two leapt off the train along with the evil duo who landed by a dumpster and in a dumpster.

"I'm sure our little secret will be kept long enough." Deuce said before closing the lid on his partner since he heard approaching footsteps.

"Where's Duck, Slam, and Spider?" Ace questioned for the egg, web, and strength of the team, but saw no sign of them.

"I tried saving them, but I was too late." He said to them in a dramatic fashion; acting as though he got damaged in a fight. "They entered the time-space continuum. They could be any where at any time." He said while pointing to the vanishing portal.

'I wonder how had of a headache I'll get for this.' Ace thought since he knew that Lexi was not going to be happy for him of losing her…boyfriend?

"We're doomed. Doomed, I tell you. Stuck to rot in a wormhole like- Like, worms" The orange Loonatic said to the others. "Slam, Parker we gotta find something to eat. We might be in here for a while." The duck continued to say to them before looking through the cars.

'Strange. There are no passenger cars, so this train was only for cargo.' Peter thought as he and the others were searching for food.

"I can't believe it! Dozens of cars and no food and no treasure." Danger said to them after they looked through all of the cars, and found nothing food wise. Slam saw something that looked interesting and picked it up. "That's not food. That's robo-junk." Danger informed the team's glutton.

'This stuff is good.' Slam thought before unleashing a very loud belch.

"Cool." The third said calmly while clapping his hands. In their reality the Loonatics were making another try to get that train.

"According to Tech's tracker, a wormhole will open up here for just a few moments." Ace said to Deuce since the other Loonatics were trying to calm Lexi down due to her meltdown at Ace once he told her what was going on.

"Looks like you've reached the end of the line, greenhorn." Sam said after shooting his partner in the side, which slammed him in the side of Ace's ride which caused both vehicles to crash. "Prepare for an old-fashioned bushwhacking." Sam said with his gun pointed at the both of them.

'Good thing this guy's a lousy shot.' Ace thought as he and Deuce took off running on two different lanes in the parking lot, but in the same direction.

"Come back here." The outlaw ordered to them before following after them. The two got their sword and shield out as Sam stood on top of a rather large SUV. He shot at Ace, who deflected the shots with his sword, but was able to find cover behind a parked car.

'Now this is going according to plan.' The one in purple thought as he let Sam shoot away at his shield until it shattered. 'Time for some real acting.' He thought as his partner charged up for another shot. "Ace, your sword. Toss me your sword." He said with his hand reached out to the swords-bunny.

'Time to help him choose.' Sam thought as he shot at Deuce's feet again.

"Ace!" The man shouted in alarm to the yellow hare.

'He'd do the same for me.' The rabbit thought before retracting the blade, and tossing it at his friend. The moment he did the shooting stopped.

"Thanks pal." Deuce said with an evil smile which confused the rabbit, and then he heard Ophiuchus Sam explain it all.

"I can't believe he fell for it. He's even dumber than me." The marksman said, but both of them were in the back of the new swordsman mind at the moment.

"I've been waiting a long time for this." Deuce said as he marveled at his new sword. Not wanting to be made a fool of Ace charged right at him, but was stopped by a strange beam coming from…the sword itself.

'What's this doing here?' Sam thought while laughing as he saw a blue-ish beam going through the SUV he was standing on, but he got his answer when he turned around.

'My ride's here.' The madman thought before blasting Ace at the wall behind the bunny. "Hope there's no hard feelings." He said sarcastically to the hero before adding, "But ask if I care? Guardian Strike sword." He shot a beam to the train and flew up with it.

"Come on guys, abandon train." Spider said to them before leaping and swinging on one of his lines. Duck and Slam fell instead, and ran into Deuce on the way down, but he easily got past them and went on his way.

'This might hurt I suspect.' Sam thought while still a bit dazed as he looked up and saw two figures fall. To his disappointment both Slam and Danger Duck landed right on top of him.

"Ace." Duck shouted after using the Tasmanian as a cushion and ran to the down hero. The devil was angered at his friend for using him in such a manner, but was soon curious what that groan was, and raised his back a bit just to see that it was the robber only much thinner.

'A down team captain, and a got away guy. Not good.' Peter thought as he watched the meeting while sticking to the side of a building.

"Ace, whatever you do, don't give Deuce your sword. It's a scam. By the way, where is your sword?" He said to the bunny as his field leader was getting back to his feet. The rabbit gave him a 'moot point' expression.

"Thanks, Ace. Now I have everything I need." Deuce said to them, but since he missed the train he had to settle for riding away on the robo-donkey.

"Okay, you royally screwed up, but we still have to head back to base. Slam, you better take the bearded pinhead with us." Parker instructed before swinging away which the others did as well. When they all arrived the blue spider was welcomed by the pink bunny.

"I'm glad your safe." She whispered with her face buried in his chest. He did not want to ever worry her, but if she was able to hug instead of yell he decided to complete it for her. As they hug Rev took off their 'guest's' outfit and stuck him in a big cell. "Um…we better go with them." She offered once she saw that the others were going with Runner.

"Let me outta here. I said let me out. There hasn't been a jail built…that can hold Opi- Oni- Oh-beh-bu-Me. Let be out of here." Sam said once he had regained concoisness and found himself in a jail cell.

"Zadavia, I don't know what to say. I should have listened to you about Deuce." The young bunny apologized to her, and a part of his mind told him:

'Better get used to apologizing to her when you two become an item and have kids.' He shook at that thought, and focused on his apology.

"I can help you, Ace." Peter said as he unstuck himself from the ceiling and landed beside the bunny who gave him a 'really, how' kind of face. For his answer he received a smack to the back of the head. "That." He finished after going to the couch to sit by Lexi.

"And I thought I was the only one who ever screwed up around here." Duck said to them as he watched the show which now feathered Sam ramming the door with his helmet - no effect.

"It's not entirely your fault, Ace." Zadavia said to the team leader. "I should have told you the entire story." She added while activating one of the several monitors in the spire causing all to gather round to watch the show. "Back on Freleng, Deuce was once one of my most powerful generals…who was determined to lead the greatest army ever assembled. But tensions grew between us when I refused to place…all of Freleng under his command. Deuce was only interested in glory for himself. When the uprising took place, he and his army were nowhere to be found." She explained while the footage helped them out.

"So after all that, Deuce came across the entire galaxy…just to steal some treasure." Lexi said to her founder with a confused look on her face. Duck took his eyes of the show to inform the others what the three of them found.

"Well, the jokes on him. Spider, Slam, and I checked that train from top to bottom, and there ain't no treasure. The cars are filled with nothing but broken down robots…many of which have been eaten." The explosive expert said before giving the the disposal a ticked look.

"I was hungry." The strength of the team said sheepishly.

"That's it! It was his army he was seeking. His army of robots." Zadavia explained to them when she finally realized her ex-general's game plan.

"So, why did he take Ace's sword?" Lexi questioned, and this time the arachnid said something worth hearing.

"To power them up, right?" He said and questioned to Zadavia because he wanted to be sure.

"In a way, but the real story is that that sword used to belong to the greatest of all warriors…one of the guardians of Freleng. It holds powers you cannot imagine." She said to them which caused the owner to grow surprised over what she said.

"My sword has powers?" He questioned in awe. "Home come you never told me this?" He questioned since he believe that he was worthy of her trust, so why keep him in the dark about something like this.

"Great power used too soon can create as much harm as good." Their founder said back to the swords-bunny. "It will come to you when you're ready." She assured him, so he doesn't feel too bad about losing the sword.

'Sounded like Hanks 'power corrupts; absolute power corrupts absolutely'.' Peter thought before hearing another Loonatic's voice.

"Think I read that in a fortune cookie once." Duck said as he honestly believed he read her comment in a dessert.

"Deuce knows the powers of the sword better than anyone." Zadavia warned them.

"Without Tech's tracker, how are we gonna find Deuce or the train?" Lexi said since she saw that Ace unfortunately damaged it when he was slammed into the stone wall.

"Deuce has probably mapped where the wormholes will appear. All we gotta do is follow the one person who knows where to find him." Their field leader said since he was starting to feel like his old self again.

"Even he's not that dense to just walk out of here without being suspicious." Peter said as he hung upside down and watched Sam pace around in a circle. With the help of their speed factor the team gave him a jackhammer and watched the show.

"There's got to be someway out of this rathole. Ohh!" He said to himself before turning to face the closed door. "What the Sam?" He questioned and saw nothing but a jackhammer. "Sometimes I'm so smart, I scare even me." The ameture said with the construction tool in hand.

'Worked like a charm.' The heroes thought as he drilled away only to watch the rest.

"Free at last. Free at last. Old Sammy's free at last. Hah." He said once out of the hole before taking a look and adding, "This place looks familiar." It was then he turned to the corner and saw his exit hole causing himself to growl in frustration.

'That was just sad.' The heroes thought as the man broke himself free just to break himself back in in less the two seconds. After several more shows of this the man went to sleep and the Loonatics decided just to get him out themselves.

'I'm surprised he can be this quiet.' Peter thought as he and Slam tiptoed in, gently picked up the cot, and tiptoed out. 'Then again he could probably the same of me.' He thought as the two were in the elevator going down. While in the elevator Rev used his speed again to cloth the man, and fit him with all the weapons they took out earlier. The two the tiptoed him to a street corner and left him there.

"Like I said…" Sam said after being woken up by the sound of a car horn, and took a look at where he was. "…there ain't been a jail built that can hold the Red Fox." He said to finish his comment before adding, "Yah! Mule!" He was railroaded by said machine as a result from his call.

"My tracker says, we're due for a wormhole right about now." Deuce said as he was thankful he placed a tracer when he first met Ace and Spider-Man. "How did you get here?" The madman questioned when he saw the robo-donkey, which he thought he gave to a dump truck, pull up beside him with his old business partner.

"We'll I used my wits and escaped them low-down Loonatics. Ha-ha-ha." Sam answered to him, but the red head knew the real reason of his arrival.

"I see. They let the fool escape so he'd lead them to me." The ex-general said to himself, already knowing of their plan to get at him. Too bad for him the seven were already there: waiting. "No matter, they can't stop me now anyway." He said as he claimed victory before the train appeared even though the hole has opened up.

"You might as well fold your hand, Deuce. It's all over." Ace said before coming out of his hiding spot: in a stand alone train car.

"No, it's all over for you." He claimed to them and saw that Duck was gone so he switched his grip on the sword from both to just his left.

"I got you!" Danger shouted only to see that he grabbed the wrong arm.

"Guardian Strike sword." He shouted and sent a beam around the duck, and chucked it at the car the others were in causing it to fall on it's side. "Guardian sword, rise." He ordered and flew up to the train.

"We sure showed them, huh?" Sam said to his partner as he climbed up the harder way. The madman no longer had use for him, and he knew just the way to ditch him.

"Hey, I think your spurs untied." He pointed out, and knew the old fool would believe him.

"Oh, thanks, Deucey." The secondary threat said before turning his butt to his friend, so he could fix them. As soon as his butts in the air the madman kicked him off the train. "Some outlaws have no honor." Sam said to his mule who lowered his ears after hearing that.

"Now what?" The water fowl questioned as they were getting out of the capsized car.

"I lost the sword. It's up to me to get it back." Ace said as he landed on his mode two cycle, and put on his helmet.

"Not without me partner." Parker said as he leapt and landed on the back of the vehicle. The bunny knew he couldn't sway him, so he floored it to the train. They made it up there, leapt of the Loonatic ride and onto the train.

'Robots. Why did it have to be robots?' The web-slinger thought as he and Ace stared at the machines to either side of them. He sensed that Deuce was about to attack from behind so he used his reflexes to dodge to kick, grab the ankle, throw him over his head, and slam him to the ground - back first.

"Hey, Deuce, is this how you treat your friend." Ace said to the fallen soldier on the ground. The bunny was grateful he brought the seventh along he forgot how much of a plus his spider sense is in a fight.

"I have no friends. Just victims." The foe said to the two after the arachnid released his ankle, and he back-flipped back to his feet. Ace believed that it was his turn, so he flipped behind a few small idle crates, and kicked them; the chunks of wood pinned him against the door. "Very nice. Perhaps you should consider a career as a carpenter…where you might have a future." He said to the rabbit before activating the hare's sword and cutting himself free.

'Almost like my sword is resisting him.' Ace thought as he saw the show of force.

"Once I awaken my army of robots…I will conquer all who stand in the way of my sword." Deuce cheered for his victory.

"Wow. You have no life, do you." Spider questioned with a chuckle. He saw an irritated look on the madman's face, so he continued, "I mean Zadavia said you didn't like how she didn't give you free reign over all, so now your throwing a temper tantrum with your tinker toys - sad." This really got under Deuce's skin since the blue Loonatic didn't see him for what he thought he was - a threat.

"I'd like you two to meet a few of my associates. The finest army in the universe." The ex-general said after letting the power of the sword flow into the robots in the car. Ace liked the 'no life' tant and decided to throw one of his in.

"Oh, nice robo-army. You must save a fortune on uniforms." The bunny commented while tapping on one of the off-line bots.

"If you excuse me, I have a galaxy to conquer." The purple punk said to them before saying one last thing, "Oh yeah: rip them to pieces." The door shut behind him and the robots started to aim at blue and yellow.

"Robot fight plan 2." Peter said when he realized that they had a limited space to fight in.

"Shoot thy self." The swords-bunny questioned and got a nod from his partner. After several quick evasions the mechanical men were blasting themselves, but before the boom both used the ceiling exit.

"You take on Deuce, and I'll back up when necessary." Peter said since Ace still wanted to get the sword back on his own.

"Sounds like a plan." The hare said before the both of them rushed to the engine. Once there they saw the madman messing with the controls with the sword.

"You again? Strike sword he shouted out when he saw Ace trying to separate the engine from the rest of the train, and with the power of the blade he stopped him along with dropping the fighter closer to the conqueror.

"I never thought the great General Deuce would hide behind a sword." The bunny challenged; trying to goad him into fighting without it.

"Soon, I will achieve my goal of intergalactic greatness…and reign supreme across the galaxy." Deuce said to the two, since he saw Spider-Man sitting on the roof of the first car.

"Oh, yeah, sort of the chicken and the egg thing." Ace said back to him while getting back to his feet. "So, what is it, are you an egg or a chicken?" He questioned once standing upright. He was confused at first, but then angry that he didn't see him as a threat either.

'This'll teach you to keep your mouth shut to your superior.' Deuce thought and fired the power at Ace. The field leader of the Loonatic only went to all fours, but not defeated. Ace then countered the beam with his optic blasts causing the blade to soar into the air.

'Now I inervien.' Peter thought as he saw Deuce charge at his friend, so he dropped to their level, and maxed out his webbing - sending the traitor into the engine's controls. The partner nodded and got to work of reclaiming his sword, but as he had his hand held high the hero couldn't help but remember what Zadavia said.

"Great power will come to you when your ready." Even though he didn't clobber Deuce he still prayed that the sword would deem him worthy of that might, and it did.

"Can't say it's been a pleasure, Deuce, because it hasn't." Ace said to the man still stuck by spider webbing. "Okay, Guardian strike sword, it's show time." He said to the blade in his hand, and swung at the cable connected engine with train - destroying it instantly.

"No!" Deuce shouted as the part he was attached to was absorbed by the wormhole.

"Hey, how about that? It works." The bunny said in awe at the new found might of his sword. It was then both realized that without the wormhole the track the rest of the train was on would vanish, and gravity would kick in: which it all did, but luckily both of them leapt and performed a web-parachute.

"Come on, let's head back to the spire, and give everyone the good news." Spider suggested and the duo web swung back home.

"Once again, Ace, you did a magnificent job." Zadavia said to the leader as the two walked out of the elevator while the others were in the rest area. "Not only did you recover your sword, but you proved yourself a true warrior…worthy of the Guardians of Freleng." She said and it was then he unsheathed it as level one mode.

"Hey, about the sword. When are you gonna tell me all it's secrets and everything it can do?" He questioned to her while slipping it into mode two and let blue, not red, power surge around it.

"In time. Too much knowledge can be a dangerous thing." Zadavia warned him since she would hate the thought of Ace becoming like Deuce.

"So can too little knowledge. I mean, really, it's just a sword." Danger commented to the founder. The sword showed how much a 'just a sword' it was to the duck. "Is there a draft in here?" He questioned after being blasted by the blade. "Very nice. Now if you'll excuse me. Hey, eyes up front." The water based hero said after picked up his singed off feathers, and walked away from his laughing friends.

'Guardian strike sword, this is going to work out just fine.' Ace thought as he gazed at his powerful sword.


	2. Chapter 2

Spider-Man is owned by Marvel

Loonatics Unleashed is owned by Kids WB

Chapter 2

A creep in the deep

Since it seemed to be another peaceful day the Loonatics decided to go for an Afternoon boat ride, but one was still curious over what he had done. "Why did I bring this one along?" Spider-Man questioned as he was staring at his armor as it sat in a below deck hanger on their boat. Deciding not to question it he headed to the higher levels and it was then he heard a conversation take place between Ace, who was at the tip of the Boat with Slam, and Tech, who was maintaining the controls with Rev by his side.

"This is one kicking boat, Tech." The field leader praised his builder of making a boat that easily surpassed the one they used against the Ice Vikings.

"With my superior knowledge of aqua dynamics…it was no challenge to build the ultimate watercraft. And with the top up, it'll make 400 knots underwater." The green canine said back to him - proud over what he had accomplished.

"Why do they call them knots anyway? I can make real knots, a slipknot, a double knot…Windsor knot, half-hitch, double-hitch, forget-me-not-." Rev said while showing what he was speaking of knot wise, but was interrupted by the driver.

"Speaking of knots, that was highly elucidating. Not." The coyote explained and it was then he saw that the bird knew what he was getting at. Down on the lower deck stood the other three.

"Wow, this is the life. Out at sea, perched on the rail of a ship. After all, I am a waterfowl." Danger said to the two, and was able to keep himself on the rail despite Tech speeding up their boat to bypass a cruise ship of sorts.

"Oh. Foul is the word for it all right. I've never felt so sea sick in my life." The pink furred one said to them while holding in the need to toss her cookies with her right index finder and middle finger.

"Ha-ha-ha Buck up, Lexi. You just gotta get your sea legs. Like me." The egg tosser said back to her with a laugh. It was then the spider stepped in - using his style of humor.

"If you feel the need to hurl you have just to turn your head to the right for a target." The blue Loonatic informed causing the man in question to glare daggers at him. "On second thought…" He said and stalled to create a web-sack, "this'll do better. I don't wanna deal with the smell of melting feathers." The caused her to chuckle a bit.

'It's always good to hear your sense of humor. Almost makes me forget that I'm seasick.' Lexi thought before another wave of nausea hit her.

"She doesn't need that thing. All she needs is to get her sea legs like me." Danger said to the two of them, but of course they ignored him. Out of the blue their vehicle is jostled by three dolphins hitting their propellers. "Duck overboard." Duck shouted when the shakes caused him to fall in the water. "Hey. Mad dolphin." The orange Loonatic shouted whole holding onto the door that leads to the hidden floor.

"Ow!" The dolphin shouted while being struck by a beam attack of sorts. The orange one still was surprised by this latest power so he waved his arm to deactivate it; as he did that the ship he was connected to began to veer off course.

"Huh?" The green Loonatic said in confusion while testing a few of the steering button, but with no change in their new path.

'Now I really am gonna hurl.' The pink Loonatic thought as she tried to hold it in as best as she could.

'Not this time.' Peter thought as he created a one arm web-shield, and still had the web-barfbag open to her. Tech tried a few more buttons until he saw that they were about to slam into the boat they passed earlier.

"Engines full reverse." He said to Rev as they came pretty close to their neighboring boat. The fastest bird alive pressed in the right order of buttons causing their boat, and about that time Duck was able to deactivate his latest power.

"Hey, what's going on? What turned the boat?" Ace questioned to the driver: wondering if he had all the bugs worked out of this latest toy.

"Oh. Not to mention my stomach." Lexi added with a groan since she still was not feeling up to full. The acrobatic bunny did get a smile when she saw her friend holding up a web shield, but that good feeling didn't last long with her stomach.

"Whew! That was close! I haven't been that scared since the jet slalom at the Acmetropolis Water Park. Of course at the water park, we weren't about to plow into a full sized ocean liner." Rev shouted to the main driver of their boat.

"It appears we're not their biggest concern." The brainiac stated while pointing at the boat they were about to run into. After getting some distance the heroes saw something rather odd before them.

"Since when do whirlpools form around ships?" Lexi questioned while forgetting about her seasickness to witness this phenomenon.

"Since now." The field leader said as the were now watching the boat stand up right and go straight down the hole. Seeing this happen caused the web-slinger to recall the Odyssey.

"The centrifugal force of the whirlpool…it's pulling down the ship." Tech said even though he knew that the others could see that already.

"It could be a whirlpool or it could be Charybdis." Spider-Man joked to them and got four confused faces and one shocked face. He knew from the Odyssey that it was not a 'you know that too' it was a 'how could you say such a thing'. "I'll just be quiet now." He said to them, and it was then Danger quacked back onto the boat.

"This is new." Loonatic orange said at his moist gloves after trying his powers one more time. "Hey, guys, guess what else is cool about -." The mighty mallard said not hearing the alarm from the ship before them.

"Duck." The team said to him causing him to stop praising himself and see the shadow they were under.

"Did I miss something?" He questioned as he too saw the ship spinning down the drain. They watched as the ship was sent to the base of the ocean, but before it did the captain was able to send out a signal.

"We got a signal. The ship's captain is launching life pods. Stand by guys." Tech informed the others as he received the signal that the captain sent out.

"Wow. How many chickadees do you think are in those eggs?" Danger questioned after all the life pods reached the surface.

"Don't know, Duck, but it's a good thing we were here. Time to go fishing." Ace said and seemed excited about that idea. As they were all looking at the sea there was one heading below deck.

"My ship. Lost because of them." A man in a torn up white uniform said to them after getting out of the pod and onto their as soon as it reached the surface.

"'Them', who?" Ace questioned/joked to the captain since there were several villains that would have the know how to do what they had just seen.

"Use your ears, man. The squeals. The squeals." The dazed captain said to the field leader before imitating dolphin squeals as he walked around the deck of their ship.

"I think someone swallowed too much seawater." Loonatic yellow said to the others even though it could have been the bends somehow.

"Gee, look at those dolphins. Boy, aren't they cute. You know there are stories about them saving sailors, fighting sharks, and jumping through hoops in water parks." Loonatic red said to the others before they all saw a man in silver and black armor walk to the higher decks.

"Good thing I bought this." Peter said to the others before activating the jets, and flew off the boat to see what he could do about the pods. 'This is so much easier then leaping to a sinking boat and tried to save everyone on board.' He thought and recalled all the angered expressions that he had to endure for all the ones that had to swim to shore.

'Oh, yeah, I'm seasick.' Lexi thought as she held her stomach with one hand and the guardrail with the other. As she tried to watch him pick up the pods and carry them to their boat, and as Ace and the others were guiding the captain and the passangers to the waiting room Lexi heard something out at sea.

"That surface slime just brings down the neighborhood." The voice said causing the young bunny to face the sea, but saw nothing but dolphin.

"What did he say? I could have sworn-." Lexi questioned and said, but was cut off when the dolphin all swam away. She saw the water as they were swimming away and her sickness came back stronger. 'Have to go to the bathroom.' She thought as she followed the flow of people.

'Looks like everyone is doing great.' Duck thought as he was supervising the whole thing. The hero took some time off of his supervising to look at a nearby dolphin. "Say, I guess you guys are kind of cute." He said and reached out to pet the creature, but saw the strange face the seaworthy creature was giving him so the mallard added, "Now, don't be afraid-." He stopped when he saw the creature transform. "Hey, what the-? Whoa. Talk about a personality change." Duck said and fell onto the boat when the dolphin attacked him.

'What's his problem?' The armored one questioned as he let the last of them walk onto the Loonatic boat.

"That dolphin's a sea monster. With huge fangs and shoulder pads or something." Loonatic orange said before looking to either side of him and saw the other Loonatics. "He'll eat us alive I tell you. Look, look, look, look." Duck said as he dragged Ace to the side of the boat and gestured for the human to follow their lead.

"Tsk. Tsk. Tsk." Ace said to the duck as all they saw was a common dolphin. Danger knew that was a don't believe you sound, so he tried to convince them otherwise.

"Listen. That thing turned into one mess o`ugly." Danger said to them while pointing to the sea; pleading that they were listening to him.

"Hey, cut the comedy, Duck. We gotta find out what's going on with that freaky whirlpool." The swords-bunny said to them as he too pointed out at the ocean before them. The inventor decided to offer them a suggestion.

"I think we should pay Zadazia a visit." Tech said to them as he stood by the controls. After the visit to New York Zadazia disclosed the location of her base to the team, so after they dropped off crew and passengers of the ship (with the captain still speaking of their attackers) the team went down to meet her.

"You guys don't believe me, do you, about that devil fish?" The egg tosser questioned to the rest of the team when they were almost to her home.

"They appear to be absolute textbook dolphins to me." Tech said as he carefully aimed for the docking station door.

"Of course dolphins look like porpoises. Although porpoises are smaller, have triangular fins rather than fins shaped like a wave like dolphins have. They're both mammals, make squealing sounds that can be irritating if have an irritable disposition-." Rev said to them as they docked and as they sat at a table with food for them.

"Enough, Rev." Tech said to his fellow freedom fighter as they sat down.

"You feeling any better?" Peter questioned as he removed the helmet and placed on the table.

"Yeah, I'm fine." She said back to him. Happy that they were in a solid building instead of out at sea.

"I tell you, those dolphins are evil." Duck said to the field leader who crossed his arms in disbelief. 'Maybe I can pull that trick again.' He thought while holding up a glass of water and thought back to that strange new move.

"There have been several reports of mysterious attacks at sea. Observe." Zadavia said to them while sitting in a floating chair. They turned to the screen above windows that showed them what she meant. "Disappearing oil rigs, lighthouses, ships, oceanography stations…and even small land masses. The size ore weight of the object doesn't seem to matter." She said to them, but it was the keeper of the sword that saw something strange.

"Zadavia, hang on. What's gotten into those whales? They're swimming in formation and causing the whirlpool." Ace said to her at a shot of swirling swimmers. "Zoom in. And those dolphins are on the scene every time." He said at the magnified image of four dolphins.

"There was something weird about them. It sounded like that dolphin was talking." Lexi informed the rest of the team, even though Danger was doing something with his drinking glass, about what she over heard earlier.

"Talking?" Slam questioned to her - making sure that he heard her right.

"I studied dolphins in a marine-biology class and it did say that dolphins are highly intelligent creatures…with a quite sophisticated communication skills." Peter said to the rest of them calmly.

"Hey, Tech, can you rig up some language translators…so we can talk to those dolphins?" Ace questioned to the builder since he knew that Tech specialized in building such things because he also knew that Spider's strength was in biology based things.

Child's play. Zadavia, may I?" The green furred one stated and questioned to the founder and field leader.

"Of course, Tech. Be my guest." She said back to them, but as the silver/black one stood up she added, "Peter I have someone you should meet." He turned to her direction, and just as she thought as did Lexi - believing it to be Black Cat.

"What's up?" He questioned up to her. Instead of an answer a small flying robot came out from behind her chair. "IRVING." The hero exclaimed glad to see an old face.

"Irving? Irving who?" Slam questioned as the robot flew up to the armored one.

"IRVING is an old friend of Iron Man. It stands for: in-flight refit vehicle with neuromimetic gear - I.R.V.I.N.G." The hero answered happy to sea a familiar face. With his arrival the team walked over to a table that Zadavia summoned.

"Let's see, how did I do this?" Danger questioned now that he had more room to test it. "I just stuck my hand in the water, tried to shoot an Energy Egg like this." He said while doing it and quickly added a, "Wow!" Due to the blast shooting into the air, and with quick reflexes he was able to catch the falling eggs. "Hey, guys. Look what I can do." He shouted while running up to them and added, "I've got this cool, new power. It's incredible. It's colossal. It's-." He had to stop due to his attempt hit yellow right in the face.

"A laugh riot." Ace finished for him with a dripping wet.

"Oopsie." The duck answered back to him in aplogy. It did not take long to for Tech to build said device - even in the helmet. "What are we gonna do with this that thing anyway." Duck questioned as he saw the robot.

"This little guy provides an armor change for me. IRVING, let's show them what I mean." Peter said and the machine flew up to her ceiling before providing a yellow armor for him, the spider flew into it, and after a few minutes their friend stood with armor on top of armor.

"We should get going." Ace said to them all, but signed for the gear supplier to stay put which it did. They boarded their vehicle and headed out.

"Engage your dolphin communicators." Tech said to the team as they were entering the area of the last attack.

"All set, Tech." Ace said back after he saw that the ones in the launch area had done just that.

"Ejecting sea pods." The genius said before pressing a single button which caused four pods, cycle mode two, to shoot out of their ship with a suit of armor swimming right behind them.

"Whoo-hoo! Water sports. Yeah. Is this great or what?" Duck said as he made one circle as they were ejected before joining up with the others. "So, what are we doing again?" He questioned to the others since he was still thinking of his latest attack.

"Got anything, Rev?" Ace questioned to the speed creature after a groan for the duck's sake.

"I'm picking up life forms inside that-. What is that? Some kind of cool old ship? It can't be that cruise ship. It must be some neat, old, rusted battleship." The speed creature answered back when they caught sight of a ship that lost in battle.

"Huh. Early 21st century design, I would say." Loonatic green pointed out since he often did research over old designs for their vehicles.

"A nice cozy home for those dolphins." Ace pointed out as they all spotted four undersea mammals just playing around the fallen machine. The moment the five items were spotted they all swam away.

"Wait. We come in peace." Lexi said to them as they were swimming away.

"I'm trying to tell you - they don't." Loonatic orange explained to them, warn them of this threat.

"Relax, Duck. They're all we got to go on. Lexi and Slam, follow the ones on the right. Duck, you stick with Spider and me." Ace instructed to the others. They separated as instructed and went after their targets.

"Hey, come back here. It's okay." She said to the undersea life forms they were chasing after. "Where'd they go? I'm switching to sonar. Slam you do the same." The agile one said to her partner as they entered a location with narrow stone pillars.

"Got it." He said back to her while pressing the same button as the bunny. Their screens changed, but still signed nothing on anything around them. As they were going something hit the devil's vehicle. "Huh? Uh-Oh." He said as he opened the visor to see what was going on and was rammed by a strange dolphin.

'Now he can't go to his friend for help.' The dolphin thought and was about to escape when he felt a hand near his tailfin. Another tried to help, but suffered the same fate.

'Now you made me mad.' Slam thought before creating an underwater tornado, but just long enough to toss the creatures further away from the city.

"Slam, are you-?" Lexi questioned but was stopped when she looked forward and saw two crimson dolphins heading straight for her. They both hit the machine's underside, but she was able to recover from the spin before crashing into a pillar. "Duck was right. They don't come in peace. It's Brain Blast time." She said, opened the lid, and fired, but the pillars sent some of the wave right back at her: tossing her out of her vehicle.

"This is too dangerous. Let's go." One dolphin squeaked to the other before they both swam away.

"Slam, help. Hurry." Lexi said to her com-link after hitting a stone pillar back first. He got the transmission, turned tto face her, and got worried.

"Slam, come." He said to her before swimming to her spot.

"I don't understand. My Brain Blast backfired." She said to her teammate and to herself while still trying to understand it.

"Aw, you got a boo-boo." The strength said to her before she finally slipped into unconsciousness. He picked her up, swam to her ride, placed her in it, and pressed a button called retrieval. 'I better go too.' He thought before heading back as well.

"Duck, watch out." Ace shouted as they, and Spider-Man were rammed belly/back into the ground or pillar. 'I can still fly it.' Ace thought before nearly crashing into a pillar.

"Whoa, whoa, whoa, whoa!" Duck shouted as the dolphin spun around him causing the sub pod to spin with him. Once it was fast enough the mammal slapped it with his tail right into the base of a pillar. "Mama. Oh, oh!" Duck said after getting out of what's left of his machine only to face two dolphins. "Okay, you two. Back off. Or taste the sting of my-" He challenged to them before stopping to talk to himself, "Uh- Wait, what'll I call it? Heavy Water. No, that's no good. Slammo-Drip. No wait. Aqua Dense. Yeah. That's it. Uhn!" He said before tossing the new attack at the enemy.

'What the heck!' The two on the receiving end thought before they were sent flying due to the attack.

"Wow. That worked great." Loonatic orange said as he watched the result for his new attack. "How do you like them apples, Ace?" He questioned before hearing no feedback anywhere around him. "Ace? Spider-Man? Where are you two? Guys!" He shouted when he did not see either of them around.

"That was no fun." Loonatic blue said; grateful that his dome was still intact. "Time to find the others." He said before activating a wrist locator and saw that the lead bunny was to the other side of the stone pillar behind him, and he swam in that direction.

'Finally got out.' He thought before turning to the shadow to his left and saw a mutant dolphin. "Huh. Uh-oh." He said once he caught a glimpse of the 'devil fish'.

"Hey, Flipper, back off." Loonatic blue punched him in the nose which forced him back for a moment. "Ace, we have to get out of here." He said to the rabbit before his spider sense forced him to turn around and he saw the watered down warrior come back to them in force. 'Let's hope this new feature works.' He thought before positioning his arms into a field goal pose causing a thick smoke to come out of the outer armor.

'What is he planning?' Ace thought before watching the web-head disengage from the outer armor, and after some button pushing said piece of hard ware flew off with a bunny attached to his right arm.

"That'll only stall him for a while." Peter said to his friend and added, "I put in an oxygen tank on this thing. Just get going I'm right behind you." The swords-bunny did as he said and swam up since their boat surfaced for a moment. The arachnid was on his way by swimming only to get KOed by a tail slam.

"Hmm. Have you tried modifying the harmonic mandibulator…or re-triangulating the hepastatic wave length or uplinking the vector flap?" Rev questioned to Tech as the big brain was trying to find their friends who were still under the sea.

"I still can't lock on to Duck, Spider, or Ace's comm unit." Coyote said as he used the floating map program on board the ship. At that time one third over what he was talking about came up to them.

"Seal the hatches. Call the Marines. Hoist the mizzenmast." Duck said to them in absolute panic before tossing his helmet to the ground.

"Where's Ace and Spider-Man?" Tech questioned since he believed that not even Danger Duck wouldn't leave one of them behind.

"They've been fish-napped. I mean, dolph-napped. Gah! Kidnapped by dolphins." The egg chucker said to them while running closer to the other four. "You see, those dolphins were coming at me…and I slammed them with my new Aqua Dense power and it worked out so great." He explained to them while also showing thm that he named his latest move.

"Dense is right. You let Ace and Spider get captured." Lexi said before they all heard some banging on the side of their boat, but it was not meant to harm them; just to get their attention.

'Ace.' Rev thought as he saw the com link symbol on the spot next to the ship, so he used his speed and zipped who ever was banging on their boat to where they were. The team saw that it was Ace Bunny.

"Actually, Lex, only Spider got caught. Surprise attack, but he was pointing for me to go, so I came back here." He said to them, and saw that the female fighter was still worried for her friend.

"But now the question is, what are they gonna do with him?" Tech questioned and unknown to them he was brought back to the battleship, and was tied onto a giant jellyfish tentacle.

'Hmm. Only thirty minutes of short term life support. Plenty of time.' Peter thought as he stayed bound there - looking at a counter in the corner of the right eye. "Okay, needle nose, what gives?" He questioned to the dolphins swimming up to him.

"You got a problem, you wall-crawling worm?" The transformed terror said to the armored one before sliding on the misshapen rock before him. "I hate cute nicknames. I want respect. So call me Adolpho. That's the name. Got it? It's payback time. You dirt-dwellers ruined our homes, messed up our oceans. Not to mention put us in your creepy water park shows." Adolpho said to Spider-Man while swimming this way and that.

"Not to mention that ugly paint job you got going there. Oh, I'm sorry that would be your face." Peter said back to him casually.

"Don't test my patience, web-pants. My brain's been fried. My noggin's been noodled with. I've got a real nasty temper and I want revenge." Adolpho said to the hero causing him to think for a bit.

"Just what this world needs an Attuma with a Deadpool brain.' Parker thought and was about to think of a cool fusion name but was interrupted by the man in question.

"You see, your pollution…caused us to mutate in several unexpected ways." Adolpho explained to him before flipping back into the water.

"Ahh, radiation - a classic, but onto more important matters I'm guessing those whales out there are buddies of yours, right?" Spider questioned to the leader, and was answered by a sinister laugh.

"Let's just say that my wish is their command." The head dolphin said to the hero.

"No fair! You found your own magic fish - no fair!" Peter said to the dolphin who knew he was only saying that to make fun of him so he ignored it and showed him a little something.

"And for surface-crawlers like you who don't get the message…get a load of this mutation." Their leader said while poking the armored arachnid's chest with a crab claw before gesturing over to the other two dolphins.

"You know I never knew that this cell came with free entertainment. You guys are a real freak show, so where's the bearded lady. All freak shows have to have at least one bearded lady." The web-head said back to him.

"Shut him up, boys." He ordered to the other two. They took turns hitting the tentacle that held the hero. After the fourth swing they stopped since they believed he had enough. "To quote a friend of mine - Of course you realize this means war." He said causing the laughing fish to see the spider symbol glow before firing a single beam, but his shell protected him.

"You may have some nifty tricks, bug-face…" Adolpho said after the shooter reeled back to neutral space after getting hit by his own beam. "…but you got to play by my rules now." He continued ending with a maniacal laugh, and a pulling of the head before flipping back into the water.

"Maybe I should make a special exception for dolphin free meet just for him…naw knowing my luck it would taste crappy even if the sell by date says it's still good." Peter said as he watched the foe swim away.

"Come on, fellas. We've got a world to sink." The head dolphin said as the hero still tried to use his super human strength to break free, but with zero success. On the surface his friends were trying to find him.

"I'm not picking up anything other than some really cool sea anemones… and slimy bottom-feeders, but not a thing remotely resembling a spider." Rev said as he kept his eyes on all the monitors, but no luck. The team tried underwater search, but no luck, and the reason why they surfaced was to listen to Tech.

"Quiet down, Rev, and take a look at this. Those whales are back. And they're forming a whirlpool around that island. Correction. What island?" Tech said to them as he brought up an image of the island they used to beat Weathervane only to watch it vanish under the whirlpool's pressure. "And now they're after Acmetropolis City. We've got to get out of here before that whirlpool gets any bigger." He informed them while activating a warning siren to protect the citizens of the city.

"Too late." Lexi said as they were soon caught in the pull of the whirlpool. Rev and Tech tried everything in the machine, even pushing it to full speed, but nothing.

"We need more power." The coyote explained with his hand pushing the accelerator lever down all the way.

"How about this?" Duck said as he was holding onto the back of the canine's chair. The mallard then made his eyes glow before leaping high into the air. "Aqua Dense." He announced with both hands glowing. Orange then landed under the water and shot a beam into the water, and the other on the ship.

'He's actually doing it.' Ace thought as he felt the ship going the other way. Once their vessel was out of danger Duck quacked from the air, which is where he ended up when the blast to the water sent him upward, and re-quacked on the ship. He saw that the team was groaning due to the rough landing, but he knew that they needed to move now.

"That was close. Lexi, you and I better find Peter pronto…while you other guys try to stop those whales." Danger said to the rest of them, ignoring that Ace was still there. The bunny heard his plan and decided to let it slid for now.

"Okay, let's go, water-boy." She said back to him and followed his lead. The others got up from where they landed and tried to get back in the fight.

"I don't know who got the tougher job? And how are we gonna stop all those whales…when they're really, really huge and we're really, really tiny. Not to mention they've got us completely outnumbered? Rev said as he said in the passenger seat and showed the canine what he meant with a display board.

"The only feasible methodology for neutralizing that vortex…is to establish a countervailing trajectory at the perimeter." Tech explained to them while pulling the yellow and blue circles on the board around an even smaller circle.

"What did he say?" Slam questioned while pointing to the big brain.

"We have to spin the other way." Rev clarified for him by spinning his left index finger round and round.

"Oh, I get it." The tornado said back to them; understanding that dubbed down explanation. With that Rev ran out to sea at top speed: spinning around the circle with Slam doing the same thing in full tornado style. Their act was noticed by the main psychic.

"Bye-bye, birdie." Adolpho said before commanding a Killer Whale to do away with the bird. Runner was having so much fun that he did not see the tail coming out of the water.

"Whoa! Whoa! Whoa! Whoa!" Loonatic red shouted as he was flung into the Killer Whale's mouth.

'No one does that to my pal.' Slam thought and turned away from the whirlpool to help his friend, but as soon as he landed on the sea creature a bucking bronco moment occurred. The whale tried to get the Tasmanian to let got while flopping over/ under the water six times. 'Get off.' He thought as the devil pulled a crab off of his face only to look down and notice the creature was no longer under him; after a clap of the jaws Loonatic purple was also out of the fight.

"Looks like one of the cabins is still occupied." Lexi pointed out as the used the sub pod to go to the most obvious spot in the whole ocean.

"I'm going in. Get ready to fire up that brain of yours." Duck said as he pulled their machine as close to the undersea antique as possible. She heard him, and had to point out something that she had been telling him ever since they re-entered the water.

"Duck, for the last time, I can't focus my Brain Blasts down here." She said for the final time to the stubborn duck.

"I know two things. One, my powers are different down here, so maybe your powers are too. And secondly, I'm the better looking one. So let's go save Spider." He said to her after adjusting to talk to her face to face. 'And thirdly I know that if we don't save him - you are going to be very ticked off.' He thought before standing up from the controls.

"Duck, wait." Loonatic pink called out, but he ignored her and went for it. She followed just to see what she could do.

"Looks like Wing still beats me in terms of being captured since I have only been stalled by an inter-dimensional train, and tied to a jellyfish." Peter said before checking out the counter, "The Uni-beam rip-off and the story time knocked me down to ten minutes." He said as he gazed at the count before seeing a familiar face.

"Spider-Man, I'm here." Loonatic orange said to the armored hero as he quacked right before him.

"Duck?" The New Yorker questioned in disbelief, but knew that his savior wasn't going to be around for very long.

"We've come to get you out of this- Huh? Whoa! Giant Jellyfish!" Danger said before and while he was caught by one of the tentacles. "I can't quack." He said after he tried just that even though the sentient meteor did let him go, just to have him back due to the lack of air.

'They're in a bind.' Lexi thought while staying under the water before adding, 'Now I'm starting to think like him.' Her presense was seen by both males, but one gave her the word before the other.

"Lexi. Uhn! Brain Blast. Use your Brain Blast." Duck said to her as to use the second part of his plan. She heard him, but was still not sure that this was a good move.

"Okay, but you'll be sorry." She warned them before doing so. She fired one off and was able to nail the head of the aquatic life form. This sent all three men flying to the wall of the cell.

"Whoa!" The heroes shouted before being let go by the creature.

"Spider, Duck, are you two alright?" She questioned to them after surfacing and running over to them.

"I'll let you know after the room stops spinning…but in the meantime." The armored one said to her while seeing the creature was getting ready for round two.

"Ha, ha. Aqua Dense!" The egg chucker said as he shout out a bean with his wet hands. The beam sent the restrainer to the wall again. No sooner then it hit the wall the secondary hero launched a missile to the roof that caused it to be buried…at least for the moment.

"Spider, Duck you did it." The female fighter said to the duo before her.

"Well, I don't wanna say I'm brave, handsome, and brilliant…but then again, why be modest?" Danger said to the two as he overlooked Peter's name in the praise. As for the hero he thought of how the singer acted at that last part and realized something.

"And Lexi short-circuited their mind control. I…guess you two…could team up more often." Peter said in realization, but strained on the last part. They both heard him, but it was the lady that punched him in the arm.

"Don't sell yourself short. After all you're the one that buried it." She said with a smile he nodded that she was right, but thought it best to head back to the others. Further away from the battleship Adolpho was ordering them to move faster.

"Bring the dirt-dwellers down." He shouted out to the whale wreckers. The three left the machine by sub pod, armor, or own skill to get back to the others.

"Let's get moving, guys. We gotta stop Adolpho. He's gonna take down the city." Peter said to the others as they headed to the surface. Once they were above the water the team headed straight over to Ace and Tech.

"We're back." Danger said to the field leader and the builder.

"Good. We need all the help we can get." Tech informed them; letting them know that they were down by a few men.

"Where's Rev and Slam?" Peter questioned them after deactivating the short term underwater ability to his suit, and removing his helmet for good measure.

"Whale food." The swords-bunny answered him with a nervous chuckle. This surprised them, but again Duck knew that they needed to act now.

"You heard the coyote, they need us. We're a team remember? Come on." Danger said to his female friend while dragging her by her arm to deal with this threat.

"Hey, watch the suit." She shouted out to her friend. At that moment the bunny saw the spider point out his arm, but she waved him not to do it with her free arm.

"Come on, fellas. We gotta world to sink." Adolpho said to his brainwashed servants. On the other side of the vortex were the heroes.

"Come on, partner. We got a world to save." Duck said to her as they were using the proplution power of their packs to get there faster. "Ready?" He questioned to her since he wanted to make sure that she was ready.

"Ready." She said back to him with a thumbs up. He then swam straight ahead: into the whirlpool while letting the Aqua Dense power flow all around his body. Once inside the mallard went to the eye of the cyclone, and used his power to coat the whirlpool into a shimmering orange.

"Now, Lex." He shouted over to her while holding the Aqua Dense where it was. She swam to the base of the whirlpool, which confused their foe, but before he could do anything Lexi shot her empowered Brain Blast through the weapon. That done the sky was filled with falling whales and dolphins.

"What? You never seen a duck ride a dolphin before?" Danger questioned to the pilots of the aircraft that was in the wrong place at the wrong time. It was then the two of them, and everyone else fell into the ocean.

"Hey, that bunny knocked out my signal." Adolpho said as he tried to command the whales to get the bird off of him, but none of them answered. "This is making me very upset." He said once he was netted and brought out of the water.

"Ace, I've locked onto our communicators onto the whales frequency." Tech said to their leader as he was also tracking the whale that held their friends, and drove up to him.

"Okay, Moby, now that that dolphin's mind games are over…how about coughing up our pals?" Ace questioned to the creature before them. He heard and obeyed by shooting them out of his blowhole - Rev was first who shot out with zero effort, but the mighty creature had problems with the other one. With more effort the Tasmanian hit their boat just like the runner.

"Hey, this isn't part of the plan." Adolpho shouted in a complaining tone to the heroes.

"You gotta play by our rules now." Ace said with arms crossed. Lexi and Peter were grateful to see that his followers reverted back to standard dolphins and swam away - not wanting any part of this.

"That was really wild. I felt just like Pinocchio in there. Did you see the size of his tongue? When he's tongue-tied, it's a really huge knot, a tongue onto itself. Which is some tongue if there was a tongue, I'm tongue-tied even talking about it, which makes me so nervous…that I think the cat's got my tongue. Which makes me wonder why it's the cat, and not a bat, dog, or the rat? And what do they do with the tongue when they get it." Rev said while using Slam's tongue, but he left soon after. The rant was soon cut short with a web-line.

'Better get him locked up before that webbing dissolves.' Tech thought before rushing their boat back under their home. He then used a special flight system on the net sending it straight to their hanger. It was there they used one of their jets, and flew him to the rebuilt Acmetropolis Prison.

'Good thing I told them to prep a fishbowl.' Ace thought as a still armored Spider-Man, and Slam tossed him into the bowl, but not before Tech put a nullification collar around his neck.

"How I despise those surface dirt-crawling, slimy puss faces. You make my skin crawl, you furry freaks. Let me outta this fishbowl." Adolpho said to them after the two placed the other half of the bowl; which sealed by itself.

"Hmm, it's kinda cramped in there, isn't it?" Ace questioned to their latest foe. The others just were all smiling at the villains spatial problems.

"You listening to me fur-face?" The anti-Flipper questioned to him in anger.

"Uh-uh." He answered back before adding, "But maybe this'll help." He said to the creature before taking out the communicator. The others followed his lead, and their seventh member deactivated the item in his helmet.

"Sorry, don't speak fin." Danger taunted to the foe who could only squeal at them. Unknown to them he screeched out more threats before trying to take refuge in the fake castle, but could only fit his head through the door.


	3. Chapter 3

Spider-Man is owned by Marvel

Loonatics Unleashed is owned by Kids WB

Chapter 3

I am Slamacus

The seven were flying over their city when they got a call about a disturbance in the streets, but the Loonatics could not believe the cause of the problem. "A mini mastodon. Now there's something you don't see everyday." Ace stated through their com links after seeing the hairy elephant.

"Yeah, well, it's not everyday mastodons escape from the Retro Petting Zoo." Lexi pointed out after opening up the cover to her flying device. Hearing what she said and seeing the being before him Peter did not like where this was going.

"Back home they made a movie about a guy bringing back extinct animals to open a park of his own." Peter said to them after opening the lid to a red/blue flying device that Tanya, Modo, and Tech built for him.

"How'd that go?" Danger questioned since he was trying to avoid this adventure at all costs.

"The people that the guy showed the creatures to were almost eaten." Peter said bluntly before looking back at the roaming relic. Ace heard their conversation and decided to inform to two about something.

"You don't have to worry about that here because this one's going right back in. Loonatics, let's jet." The swords-bunny informed before activating his windshield and flying after the prehistoric pachyderm with the others right behind him. As they were flying Loonatics blue felt a familiar pain in the back of his head.

'Spider sense, but I don't see any-.' Parker thought before he and Ace shouted together:

"WHOA!" The spider and the rabbit evaded an experienced flyer that was heading right for them a - pterodactyl. The agile one flew after it with the combo colored ride right behind her.

'Wait till he sees this little trick.' Lexi thought as the activated a familiar gun at the tip of her machine which fired a familiar substance at the bird incasing it in a square.

'The Gluco gel 9000?' Peter thought with amazement and then watched as she then swooped down and saved the creature by using the transformed front tires to suck and stick the cube to her ride.

"Gotcha. I'll just make a little deposit back at the zoo." Lexi said after the save. As they were heading back to the zoo the others had put their sights back on the elephant who was still running wild.

"We better corral that elephant before he mistakes someone for a peanut." The field leader said to the others since he did not like to leave such a creature on the loose. Loonatics green heard his leader's comment and decided to point something out.

"Technically, it's a genetically created miniature mastodon from the Mesozoic era." The coyote knew that the others weren't really listening he just needed to give them a little info on this threat.

"Okay, so it's a hairy old elephant. Now, let's get him." Ace, who liked to info, said to his friend before they continued their pursuit. Back at the zoo the protectors were just now arriving at the right pen.

"Next time get a hall pass." Lexi said after dropping the glue cube into the pen. Spider liked what she said but just had to try to add something of his own.

"You heard her Sauron or at least get a pilot's license so you don't have to get hauled away by the gal with gumption." Loonatic blue said which caused the fellow 'biker' to grow embarrassed, but her embarrassment was short lived when the two of them heard a voice.

"I love to see the super girl bunny in action." A man said to the female in a almost fake it's real French accent. The two look down at the black suited man with black/white hair. "Especially -." He was about to say something else, but was stopped due to a webbed up mouth.

"Pierre, I want you to really think what you were going to say and then don't say it." The arachnid informed in a protective tone which caused the lady in question to smile even more from underneath the helmet. The man on the ground glared up at the one who ruined his moment before storming off while trying to pull the gunk off his lips.

'That was pretty cool since the first time I saw this guy on TV I know that I don't like him.' She thought and was about to fly off until something caught her eye. Her partner, who was concerned as to why she was going down instead of up decided to follow her. "Ace, we've got a saber-toothed cat on the loose too." Loonatic pink informed after landing by the pen in question and saw that the door was wide open.

"This is turning into a real retro roundup. Better head back." Ace said back through the fellow rabbit's com link. With that the other two flew off to meet up with the others. With their chat over with he decided to put this elephant's escapade to a halt with their strength factor. "Okay, Slam, you stop old tusk face. The rest of yous I need ideas for corralling a…never mind." Ace said, but was stalled when he saw a human shaped black/blue figure buzz past them.

"This is one sweet way to travel." Pete, who flew to the top of a building to perform his slingshot move, said as she streaked through the sky in search of the cat.

"You mind telling me what you're doing web-head." The swords-bunny said as he saw the seventh one swing out of his flight.

"I know of a cat back home just like a saber-tooth so I decided to see if I can befriend him like I did with Spider-Lad." Peter said as he was swinging through the city. "By the way I think there are some Godzillas on the warpath too." He said casually as he was trying to find the cat. "Ahh, there you are." He said to the cat-like carnivore who was terrorizing the populous.

"What do you think he meant by that?" Tech questioned out of curiosity since he always viewed the human as an honest man when it came to protecting the city.

"Probably just another one of his jokes come on." Ace said to the coyote before flying after the slinger. As they did that Slam leapt out of his vehicle, landed on the elephant who immediately acted like a bull - trying to buck the creature off of his back.

'This might be interesting.' A suited man thought as he saw the show, and became really interested when the devil slammed the creature after tossing it around his shoulders and onto the street. The hero then took out some rope from beneath his com link and tied up the excited elephant's feet together.

'I'll never get tired of this.' Slam thought as the people that were watching him work rushed over to congratulate him.

"Qui, That Slam is the perfect buckaroo for my little- How you say- Rodeo?" The man said after successfully pulling the webbing from his face before seeing the event before him. He then laughed a little after the people near him fled from his stench.

'Something's definitely wrong with this picture.' Tech thought as he and the others watched as Spider-Man was webbing up the saber-toothed tiger. "Ace, I'm going to check something out. Let me know if he needs any help." The green furred one said before flying off.

'Wonder where he's going?' Peter thought before going with a follow up after tying the cat up. Back at the zoo the egghead was checking out the security system on the doors and discovered something.

"All of the animals are gone, guys, and it's evident they didn't break out." The genius said to the others through his com link. They knew that it was not meant as an insult all of them knew that there would be a big broken hole in the glass wall if the animals tried to escape on their own, but there wasn't. "They were deliberately released." He added a piece of news the others had gathered from what he said earlier.

And I have a sneaking suspicion I know just the creep who did it." The pink cyclist said as she and the others were watching as Spider-Man was feeding the big cat.

"The question is why." Ace said back to her surprised that their friend is capable of such a thing. It was at that time the sound of cars being crunched caused them to look to their right.

"Ours is not to reason why. Ours is but to stop those genetically recreated semi-miniaturized specimens… before they do major damage to the infrastructure of the metropolis." Rev said as he too saw them, and it was then the group realized that Peter wasn't saying one of his usual jokes.

"Told ya." The web-spinner said as he gave the cat another big chunk of unbuttered fish.

"Shut…up." The swords-bunny whispered to the arachnid before getting to work. "Duck, you get Slam and catch that other duck." Ace instructed after deactivating the dome and pointed to a Parasaurolophus the just ran into an alley. "We'll corral those Cretaceous creatures." He added while pointing to the other two still in the street.

"Sounds like someone's been watching Batman the Brave and the Bold." Peter said causing their field leader to become embarrassed a bit, but his embarrassment stopped when he heard Danger's comment.

"Why do I need Slam? It's a fellow duck; I'm sure it'll listen to me." The boastful one said before heading after the runaway reptile. Loonatic orange went the way they came to get Slam, and when he got there the mallard saw the devil petting the bound bundle. "Come on, Slam. Time to kick prehistoric butt." He said to their strength factor.

"It was fun while it lasted, but now I have to get back on the clock." He mumbled while walking over to his ride. The bruiser was stopped when a voice came from behind him.

"Monsieur Slam. I saw you fight the mastodon, it was so-." The black suited man said, and stalled to make the sound of an explosion before continuing with, "And how you say- Whoosh! And you kish him like so." And ended with a punch motion to the ground.

'What's this man getting at.' Slam thought since to him this was just another day at the office.

"Allow me to make the introduction. I am Pierre LePew." He said and as he said that a strange stench came off of him.

"You smell like a Pew." The Tasmanian said back to him, and knew that stench since that was one animal that even his ancestor avoid eating. The other took his holding nose pose as a good thing.

"Ah. You no doubt smell my cologne Eau de Poisson." The man said to the hero. "It is very nice, no?" The black suited one said after deeply inhaling the smell of his own cologne. The devil took another whiff of the man, groan and was about to walk away, but was stopped by said man. "I am what you might call the promoter of the fighting. It is very tragic that you were never the champion before- How you say- The meteor." He said and once the human saw that the animal seemed sad he added, "But, do I have a proposition for you." He was interrupted by Loonatic orange who had found and was chasing the duck-billed wonder.

"Yo, Slam. A little help over here." Duck shouted while giving pursuit. The man then resumed his conversation.

"You can be the greatest champion in the galaxy yet, mon ami…" He said seeing that the strong man was interested decided to add, "…and the championship belt." It was then Loonatic purple really liked what the man had to say.

"Me? No." The hero said and joined the other's chuckle. As they did that Danger sped past them as the one being chased.

"I didn't mean to insult your big butt I was just being honest…sort of." Duck said and whispered before seeing his friend just standing there. "Oh, Slam." He shouted in desperation.

"And you will make so much money." Pierre said to his newest combatant not knowing that the Loonatic in the immediate area heard him.

"Cha-ching. Did I just hear the m-word?" Danger questioned after screeching to a full stop. The Parasaurolophus didn't notice that the mallard has stopped until her head slammed into his rear bumper.

"Sorry, ducky, playtime's over." Danger said to the downed dinosaur and quacked to where his friend was.

"You will be- How you say- Filthy rich." The man said as he walked Slam down the sidewalk. His stroll was stopped when something appeared on the devil's back.

"He is already filthy, bub. He looks how you smell." Danger said after appearing on and patting his friend's back and ended with a small laugh. "But seriously tell me more about the rich part." The duck billed one added after jumping off of his chum.

"What's it to you, duck?" Pew said back to the new guy not liking how this was. He feared that this man knew of his wrestling federation and what the end result was, but his worrying stopped when he heard the reply.

"I'm his manager." Danger said causing the man in question to question it.

"Manager?" He questioned in his friend's comment.

"I'll just take the standard cut, of course. We'll split it 90-10. You don't need more than 10 percent, do you?" Duck said calmly and questioned to the man behind him. His answer however was an aggravated snarl. "I-I was just kidding. I'll give you 20." He corrected and it seemed to have been a good answer.

"If Monsieur Slam becomes the champion of the Maxx-arena…" Pierre said and stalled to laugh a bit before adding, "…he will have very, very much money." With that said he patting the devil on the back allowing some dust to come of the devil's costume.

"Mm Champion." Slam said with an image of the belt evident in his mind.

"Mm Money." Danger said as he saw himself swimming in a bottomless money pit. Unknown to them the other Loonatics were still dealing with the other two dinos while Spider-Man had made friends with the tiger.

"Looks like the others need a hand." Peter said as he rode on the saber-tooth's back. The two stayed hidden and saw that the others, along with his cycle were spinning around the two dinos.

"Over there." The cat growled in his own language, but knew that he was wasting his breath, so he used his own game plan.

'If anyone makes a He-Man jab I swear that they will be web bound on the next inter-dimensional train.' Spider thought as he found himself on the move. The two of them entered a tall building. "Don't panic folks I am a trained professional." He said to the screaming humans.

'Let's hope so.' One of the guards thought as the two entered the stairwell.

"How are we going to get up there in time, Zabu?" Loonatic Blue questioned and to answer his question the prehistoric pussy cat began wall jumping. Despite the stairs around them the hunter was doing a great job.

'That was pretty fun.' The cat thought as he and the human arrived on the roof. Once they were at the ledge the two saw that Ace had parted from the others.

"Slam, a little cyclone action might be helpful. Slam? Hey, where are Slam and Duck?" Ace said before parting from the others. "That duck billed wonder should have been taken care of by now." He said after leaving the group and not liking this one bit.

"So, what do we dooooooooooo." Spider-Man shouted because the saber-tooth leapt off of the building and was falling right at the both of them. As the cat was showing the reptiles who was boss with the seventh member giving a friendly aid now and then Slam was looking at an electronic contract.

"If you will just sign this…" Pierre said while taking the item out before adding after it was taken out, "…I will make you the great star like you should have been." Slam had to admit that the offer was temping, but was recalling Peter's past, and did not want that to happen to his friends; sadly Danger answered for him.

"I'll sign that." Danger said without looking it over. Contracts in the modern Acmetropolis no longer needed a written signature - just a thumb print.

"And viola`. We have the deal." Pew said to the two of them after snatching the confirmed contract. The others were finally able to take the two dinos back to the petting zoo while Peter continue to ride the third one - all the way back to the zoo.

"How was my ride there with you guys?" Loonatic blue questioned to the others since he was still curious of that.

"After checking out the pens I saw that your vehicle was just floating there so I activated the remote option and took it with me." The egghead said as they neared their destination. Once there the dinosaurs cautiously went back into their homes: daring not to due to the cat behind them.

'Looks like I can answer those kids' question - I am mightier than a T-Rex.' The cat thought as he calmly walked back into his area. Tech then pressed a button on a mini remote and all three doors closed.

"And that should do it." Tech said once the doors were closed proud of the personal upgrade he did to them before he left.

"Recess is over, Gertie." Lexi said; liking how she was trying to imitate his sense of humor.

"I wonder what happened to Slam and Duck." Ace questioned since he knew a leader was to look after all of his teammates not just hope for the best.

"According to my perimeter coordinate triangulator… they're within 1.3 kilometers." Tech said to the others after pulling out a new device from his belt. The group headed off to meet up with them.

"I hope they're all right." Lexi said to Ace and Spider which caused her friend to speak.

"Don't worry. As long as they're not talking to total strangers with bad deodorant then they should be okay." The spider themed one said as he followed the other four to their rides.

"And now, my friends, we go to the Maxx-arena." Pierre said to the two heroes beside him.

"Where is this Z-Maxx-arena?" Danger questioned since as far as he could remember there was no place in Acmetropolis by that name. The human deemed that a valid question and answered him honestly.

"It is everywhere and nowhere, constantly moving. Zoom, zoom." Pierre said calmly, but his response only made the water foul even more confused.

"Then how are we supposed to get there?" He questioned back with crossed arms since he was getting annoyed.

"There are only two ways to get to the Maxx-arena…with a ticket or a contract." The black/white themed man said back not knowing that the other five were close to where they stood.

"There they are." Ace said when he saw his family's rival and the garbage disposal on the ground below.

"Hey, that's the dude Spider and I saw inside the Retro Zoo." Lexi said as she and the others spotted the third person with them.

"Note - if future use MORE webbing on sleazy men…that try to score with Cottontail." Peter mumbled as he scribbled said statement on a scrap piece of paper not knowing that he said that with his communicator still on.

'That was pretty sweet.' She thought, but her thoughts over what the New Yorker said was cut short as they saw Slam and Duck disappear.

"It appears that he's finished releasing the animals." Tech pointed out after the vanishing act.

"Yeah. Now he's collecting them." Ace said back to his friend. As they were getting in contact with the Retro Zoo recall unit to pick up the dino and the mastodon Slam and Duck arrived at the arena in question.

"This is the Maxx-arena. By tonight it will be filled with cheering fans…" Pierre said after arriving in the center of the ring with empty seats around them, but before grabbing Duck's shoulder and continued with, "…who have paid very much money." He then walked off to talk to Slam while leaving some of his aroma behind.

"Well, maybe if I make enough money, I can buy some of your lovely cologne." Danger said before doing a gagging bit that he saw on the show Freakazoid, but in his own style. Back in Acmetropolis the recall unit picked up the last two as the Loonatics were wondering what to do next.

"Ooh, something smells fishy." Ace said as he walked over to Lexi and Spider who seemed down about what they just saw.

"Hmm. More like a skunk if you ask me." Lexi said while turning to face her field boss.

"Or it could be my uniform…what, I keep forgetting to wash this thing." Peter said to them and received a slap to the shoulder.

"I'm detecting traces of Gordonium. That means some sort of teleportation device was used." The long eared tech-head said to them as a disk device of his was scanning where their friends disappeared from.

"Can you track where they were teleported?" Ace questioned as a part of him was praying that that they were safe…wherever they were.

"Child's play. Just leave the over-complicated thinking to me." Tech said back as he recalled the disk back to him. As the coyote was looking at the image of where the destination was Peter was abut to comment, but received a smack to the back of the head.

"Quick on the draw." He whispered, but that only caused her to smile over what she just did. As for the image it was some form of jungle ruin location. Inside the Maxx-arena Danger and Slam had hit the gym for some last minute training before the fights.

"Yeah, that's it." Duck said and he held a punching bag still while his friend was pounding on it. "Harder. Ow! Come on, you bum. You can do better than that. My sister hits harder than you. Harder. Whoa!" Duck taunted but that only caused the bag to become unhooked and plow the poultry into the wall. "Attaboy, champ." The dazed duck said while swaying his arms before collapsing on the down punching bag.

"Sorry." The devil said as he carefully picked his friend up by pulling on the dull green stocking cap that he was wearing since the porter of the team was dressed like a coach.

"Sorry? Sorry? You call that fighting? How are you gonna make me rich?" The egg tosser said before correcting himself, "I mean, how are you gonna win the championship…playing patty-cake like that, huh? You gotta train, and you gonna train hard." With that they started with a simple bench press.

'This isn't so hard.' The twister maker thought as he was lifting five big weights to either side of the bar.

"You're gonna train for strength. That's it, pump it up. Come on. Give me more." Duck said before quacking away and quacked back while putting random objects on top of the bar his friend was using.

'I haven't done these in a while.' He thought as he got off of the bench and took a classic exercise pose.

"You call that a pushup? Harder." Danger said while standing on his friend's back: believing that his own weight was that was needed. "You gotta train for endurance." He said before the two of them set off on several other things: curls, sit-ups with a twist, tongue curls, and as he did them Duck kept…motivating him, "Is that all you got? Come on, give me more." Eventually they went back to another basic.

'This I can definitely do.' Slam thought as he got started on the thing his friend wanted him to do next: Jump rope.

"You're going to train for speed. You can do better than that. Ow!" Duck said and watched as Slam tried something new with the rope but was unprepared when he lassoed and became the rope. "Stop. Please. Whoa! Whoa! Good job. Whoa!" The mallard shouted through his treatment causing the fighter to slow to a stop.

'Why is my rope talking?' The Tasmanian thought before seeing that his right hand was holding his friend's ankles, his left hand was holding the duck's right wrist as the rest of him was being bound by the rope around his waist.

"Next time, you be the jump rope." The coach said to his student with a groan since his body was still in pain. To try to get away from the awkwardness of the moment Slam freed his friend of the exercise item and tried his luck with a small hanging punching bag.

'I knew I still got it.' Loonatic purple thought as he celebrated his instant success over the punching bag and then decided to try the bench press one last time. As he was walking away Danger was about to do a kindness and stop the swaying bag, but ended up swaying with it, and was only free from it when he quacked close to his friend.

"Is that all the weight you can stand?" Danger questioned after putting more random objects on the pile including a full-sized wrecking ball and Navy submarine. Once he said that Loonatic orange ported to the top of the pile to add more weight. "Now press it up. Go for the burn." He encouraged, but was soon going to regret his words.

'All right then.' Slam thought and forced the pile as far as his arms could extend and saw pieces of the ceiling falling down. 'What are these from?' He thought as he watched small pieces of metal fall from the sky. Outside of the Maxx-arena was a bulged outward hole caused by the cabin of the sub.

"You're getting it now, champ." He said in a dazed tone before quacking back in the ship to find a lot of ibuprofen. After a few more areas of training the arena stopped for the moment at the home area of the Ice Vikings. And no sooner that they were docked the arena was filled to capacity.

"Welcome, sports-fans, to the world famous Maxx-arena." The Master of Ceremonies said to the cheering audience.

"Oh yeah. The elimination tournament is about to begin, Slam, old buddy." Duck, who was still wearing his coach's uniform to the strength of the Loonatics who was wearing a hooded robe. "Now remember, you're doing this for money, for respect, for me…for respect of me and money." Duck added in a dramatic fashion.

"Sure I will but I just want to be champ." The twister maker said back even though Duck could only understand the last word of the sentence.

"Right. And don't forget the money." Danger said after quacking to the challenger's right shoulder. When the terms as to why they were there were done the Loonatic's new friend decided to spark up the audience even more.

"And now, madams and monsieurs…Pierre LePew presents gladiators from everywhere in the galaxy…to compete for the honor of fighting for the title of…Champion of the Galaxy." The black and white suited man said to them taking pauses due to the rise in cheering. When that was said Slam and Danger walked over to the ring.

"That's you, baby. The champion." Danger said as he walked along side his friend.

"Qui. Qui." Slam said back since he heard the porter speak in a fake French accent.

"And now competing, Slam and the Trio of Terror." The shady man said to spectators. The two of them entered the ring, and no sooner than the bell rang the match began and ended quickly. After a head to head head-butt the devil quickly put his opponent into a single arm hold causing the three headed wonder to tap himself out.

"YEAH!" Duck shouted over the success of the first easy win.

"And the winner is Slam." Pierre said to the humans watching while raising the victor's left arm into the air. The Master of Ceremonies then moved onto the next match. "Next up, the Mustached Mangler." He announced once the new guy entered the ring.

'He dares call that a roar.' Slam thought after getting a single shout from his opponent. He answered back with a bigger, badder roar. 'That's not right.' The strength of the heroes thought as he saw the body walk one way and the face ran another way while using the long mustache as legs.

"And the winner is Slam." LePew announced even though it was already obvious. After his hysterical laugh moment Danger decided to hydrate his friend as he lounged in his respected corner. "And now, the terrible Green Globinator." The sponsor said as the next guy showed up.

'That I can smash.' Slam thought as he pulled himself as far back on the ropes as possible, and then tornado launched himself at the blob. He went into the five eyed creature's mouth and after a while freed himself by tearing the booger apart.

"Blech. Clean up on aisle Duck." Danger said after getting splattered by the opponent.

"And the winner, once again, is Slam." LePew said after the winner stopped spinner, and to show off that he won the devil through both arms into the air. The Tasmanian liked the cheers even more since they were celebrating over his fight: and not from saving the world.

"Now do we get the money." Danger questioned after cleaning himself up and quacking in between both men. Both were started by his appearance but Pierre was able to recover quite quickly.

"Mai no. First he will have to win the main event. The fight to the finish. Then he will be champion." The French man said back to the duck before laughing and walking away. This excited one, but worried another.

"See, buddy, one more and you're going to be the champ." Danger said as he could already see what he was going to do with all that money when his friend wins it.

"What does that mean?" Slam questioned while pointing to the one responsible of them being there.

"I don't know. To the finish." The egg-tosser said back not really caring about that little piece of news. Back at the spire the other Loonatic pulled in their vehicles and headed to the conference room.

"That's him on the security camera." Lexi said to them after Tech brought up the security footage of the zoo in the past 24 hours. The coyote heard her and froze the image.

"I've inputted his image into the computer. Let's hope there's a match." Coyote said to them as he began a face recognition program. After passing the images of Doctor Dare, Ringmaster, Massive, Sypher, Mastermind, Timeskip, Optimatus, Weathervane, Ophiuchus, but after those the program found a match.

"Got him." Peter said, but for some reason he was not going to like what his canine friend had to say.

"According to this, he's Pierre LePew…the head of the Extreme Ultimate Intergalactic Only-one-fighter-comes-out-of-it-alive Federation." Tech said as he read off the biggest part of his offenses, but paid no heed to his loitering, double parking, or littering.

"Not the E.T.U.I.O.O.F.C.O.O.I.A.F.?" Rev questioned after a gasp. The others thought that the arachnid would comment on the acronym, but he had been unusually quiet since they got back.

"He probably kidnapped Slam and made him fight." Ace said to his team after a few minutes of waiting for Loonatic blue to say something. "I've heard about those illegal fights. They take place in this floating arena that's constantly moving. It could be anywhere." The rabbit added since he heard some of Acmetropolis' best Martial Artist were offered the same as Slam, and was never seen from again.

"The rumors about those fights are awful. They fight until, well- Until-." Tech said, but stopped since he could not find the polite way of saying it since he knew that the web-spinner was on the brink of being REALLY ticked.

"The loser kicks the bucket, buys the farm, takes a big dirt nap, meet his maker, cashes in his chips." Runner said for his friend with the genius giving him a, 'really?' facial expression.

"You mean, if Slam doesn't win-." The agile woman said, but was cut off when they all heard a chunk of fist meeting concrete.

"Don't worry because I am going to show him why it's a bad idea to take away my friends." Peter said darkly before adding, "Tech: find him. The rest of you - gear up." The web-spinner then walked away. The others then knew that they had better keep an eye on their friend.

'I would tell him to sit this one out, but I have a feeling that if I did Spider would throw him into the bay by my ears.' Ace thought and decided to go through with his advice. Back at the Maxx-arena LePew was ready to introduce the final fight:

"And now for the main event. Presenting the combatants…for the Extreme Ultimate Intergalactic Federation Championship." Pierre said to the audience who was already ready to see some fighting. "In the red corner, from Acmetropolis…the challenger, Slam the Tasmanian." He said and pointed over to the hero after he came from the compartment at his corner.

'I can do this.' Slam thought as he and Duck waited to see who was on the chopping block this time.

"And now entering the ring, the undefeated Federation Champion…from the planet Gossamer…the mighty Gorlop." Pierre said to the audience while showing off a man in a robe, and the man seemed to have Massive's build.

'Belt.' Slam thought as he saw the thing around the opponents waist. Two young ladies walked to either side of him: a dark haired one took hold of the belt, and a blond haired one took off the robe revealing that it was an insect sized creature on a very tall pedestal.

"You'll squash that squirt." Danger said as he leaned on his fellow hero for support since he was having trouble breathing because of his laughter; easily forgetting that appearances were not always everything.

"Uh-uh-uh. Too tiny." Slam said back to his friend since to him a fighter was only worthy of his efforts if they were eye level with him.

"Are you kidding?" Duck questioned as his friend was about to leave, but he grabbed the twister's shoulders and dragged him back. "Don't you wanna be a champion? Don't you wanna make history, make headlines, make me rich?" He questioned white trying to keep his friend in the ring.

'I might as well hear him out.' Slam thought as he gave into his friend's effort of making him stay.

"Tell you what. Beat him, but just don't hurt him, okay?" Danger offered to his friend, and prayed that he would be okay with this idea.

"Okay." He answered back even though that this did not really agree with him. Outside of the stadium their friends: the other Loonatics, were coming to save them from their fate.

"I can't believe this, Rev. We've circled the globe. First you drag us to Colossal Canyon, then back to Junglonia, and now here?" Lexi questioned as she and the others were flying all over the place to find their fellow heroes.

"My GPS is precisely pinpointed perfect right on the money accurate and you can take that to the bank." Rev said in a semi-boastful manner to the others. Peter was still stewing over his anger so the field leader decided to question it.

"So, where is this floating arena?" The swords-bunny questioned and was praying for a good answer.

"It should be at these precise coordinates in exactly 3.4 seconds." The second bird based hero said as he double checked his gear.

"That was not precisely 3.4 seconds." Tech said to the flyer after the ship appeared since he timed it himself. As the two got in close Runner tried to make him sound as thought he was in the right.

"Actually it was 3.4 seconds if you adjust for the time-space shift." The navigator said back. Loonatic green thought it best to scan the device since it was now in view.

"There are definite traces of Gordonium in this force field." Tech warned them as they were spinning around a big blue dome. The others did not know what that had to do with anything, but knew that one of the two were going to explain it to them.

"That means we can teleport inside by transforming…the Gordonium into energy beams and-." Rev said to them, but was interrupted by Loonatic yellow.

"Great. How long will this take?" He questioned since for some reason he was liking the vibes from this place, and wanted to make sure that his fellow crime fighter was alright.

"It will take precisely 12.67 seconds." The big brain said to his friend while double checking with a hand held device. Ace liked that answer a lot and knew what to say to calm him down if only a little bit.

"That'll give us just enough time for a little presto change-o." Ace said before putting on a pain of light purple sunglasses. As he and the others were getting ready Slam was getting ready to start the last match.

"And now, you are in for the fight of the millennium. The ultimate heavyweight versus the ultimate lightweight." LePew said to the audience as the two men walked over to the center of the ring.

'A simple flick will do.' Slam thought and was about to do so, but the creature grabbed his slow moving hand and flung him over his shoulder.

'What the heck was that!' Duck thought in disbelief as he watched his friend get plowed onto the mat by an action figure sized creature. To add insult to injury the undefeated one gave him a wedgie and then leapt back for distance.

'I'm going to have to hurt him.' The devil thought and was about to do so, but stopped a downward punch since this did not feel right. The creature gave the hero a two handed taunt, grabbed the still lowered fist, spun him, threw him to the ropes, and purposefully positioned himself under the opponent as he came back from the ropes.

'Yeah, we did it.' Duck thought as he laughed hysterically, but that came to a stop as the red furred wonder grew a bit, and through the defender of Acmetropolis off of him. Slam recovered quickly and tried several different tactics, but nothing worked.

"Huh! This is not going well." Danger said with his eyes wide with surprise. As the massacre was going on The other five have just arrived in disguise form: Ace - white admiral uniform, purple sunglasses, and blue afro, Lexi - red wig, white sunglasses, long yellow scarf, Peter - blue/white/green striped T-shirt, blue jeans, Tech - biter gear, Rev - lederhosen

"That was definitely, positively, not even remotely 12.67 seconds." Rev said to the guesses as he did back to the flyer outside of this fortress.

"Rev, you're supposed to be dressed as a fan, not a yodeler." Tech said back to his fellow hero; changing the subject completely. The group looked down at the fight and did not like what they saw.

"Oh, poor Slam is getting clobbered." Lexi said as she lifted her sunglasses to see the fight without the blue tint.

"Time for a counter clobber then." Peter whispered and was about to leap over the crowd and onto the ring, but the agile one grabbed and tugged on his left arm.

"Come on. We'll use a more subtle way." Ace said to the angered arachnid and walked over to the stairs that were a straight shot to the ring. They saw the battle and were just getting more worked up, but not in the same way as the crowd was.

"Oh, I can't look." Danger said as he covered his eyes and tilted his head away from the fight.

"Psst. Hey, Duck." Ace said to his strangely clothed friend once they were all close enough

"I have not time for pesky fans." Duck said to the voice since his hands were still covering his eyes. "I'm in mourning for a lost bankroll." He explained why he was in no mood to talk, and again Lexi held Peter down from beating the mallard up for what he said.

"You'll be in mourning for more than that if we don't get Slam out of there." The field leader said to the coach before taking off his glasses. The duck then recognized the voice and seemed happy to see the others.

"Ace, you can help save my money." Danger said as he was still thinking the victory of the fact that the Tasmanian was not doing so very well with this goliath on the field.

"Forget about you're money, Duck. Don't you get it? This is a fight to the death, or are you so greedy that you can't see that our friend is losing this fight." Peter said in anger to the one in the ring. The others were just grateful that he was keeping most of his anger in check.

"Slam will cream him in the rematch." Duck said not understanding, or refusing to understand, even though they all saw a powerful punch with Slam being on the receiving end.

"This isn't going to be a rematch." The genius in biker clothing said to him. Rev could see that their words weren't working so he decided to drill the information home.

"This fight isn't over until the fat lady sings, or one of them becomes worm food, gives up the ghost, buys the farm, pushes up the daisies, steps the curb, savvy!" The runner said while forcing the other bird to walk backward during his rant.

"All right, all right, I get it." Danger said as he rose his arms up in surrender, and it was then he realized that the speed creature's outfit didn't go with the event. "What are you dressed for, a yodeling contest?" He questioned before returning his attention to the fight before him.

"We gotta get in there and stop this." Ace said as he climbed into the ring as he saw his friend being treated like a hakey-sack. "All right Loonatics, hit him hard." He added after he and the other tossed their disguises away.

'This'll bring him down.' Lexi thought as she fired a brain blast at him, but it only made him bigger. Thanks to the web-slinger she was able to dodge the punch that was about to flatten her.

'Now I'm really mad.' Slam thought with anger glowing eyes after being slapped to the rest of his friends.

"Come on, Slam, we're getting out of here." Ace ordered as he helped the fighter back to his feet.

"Uh-uh. No quit." He said back to Ace since he was determined to end this fight. At that point Peter's anger was replaced by happiness since this is how Ben would be acting just as the hairball was now.

"You don't understand, Slam. Only one of you can leave alive." Lexi said as the red furred one was fixing his dry mouth. It was then Slam understood what she meant, and did not like that one bit.

"No, no, no my pretty one. That's not quite true." Pierre said to the group and once they were all looking at him the man added, "Only one of the seven of you can leave alive." The others really did not like the sound of that even less.

"Well, we're all getting out of here and nothing's gonna stop us." Danger said after Pierre activated a special yellow dome around them after fiddling with his cane. "Well, practically nothing." He added after suffering from a small drool shower.

"Attack!" Their field leader shouted before blocking a palm slam with an optic blast and than tried optic blast directly, but that only made him grow.

"Stand back, the Rev Runner express is coming through. Let's see if you can handle the ultimate moving target. Here I am. No, over here. Missed me. Try again." Rev said as he evaded all of the blows; he was sent out as a distraction while the others fell back and tried to come up with a plan.

'Hmm, that's weird.' Slam thought as he saw the creature shrink due to the four misses. "Hey." He shouted in excitement after realizing the obvious strategy.

"This time let's really get him." Ace said to his fellow rabbit and best spider. The three were about to try again but was stopped by their strength factor.

"Uh-uh. No." He said to them before turning his lower half into tornado form and slowly heading over to his foe.

"Hey, what's he doing?" Ace questioned since he did not understand why the wrestler asked them to stay behind. They watched as he told Rev to retreat and once the bird did that Slam showed off his plan.

"It's brilliant. Gorlop is some sort of energy eater. The more power exerted against him, the bigger and stronger he gets. Because of Slam's clever strategy, Gorlop is expending energy and losing power." Tech said to the others; grateful that he saw a flyer on their way to the ring to know who is who.

"In other words it's a rope-a-dope strategy: tire out you're opponent." Peter said to them as they watched the show.

"You did it, big guy." Ace said when the creature was returned to his base size.

"Way to go." Lexi added as she patted his left shoulder.

"I was supposed to win." The tiny man said while crying since he knew that he had lost.

"Finish him. And then you must fight each other." Pierre said to the seven heroes. Feeling pretty proud to say such things due to the barrier around them.

"Think again, Stinky." Ace said while pointing an accusing finger at the real threat.

"Then you will remain prisoners in the force field until only one comes out alive." The Master of Ceremonies said back to them after a laugh.

'Hmm, giant + small force field =…Perfect, but I have to be sure.' Slam thought and then told Tech his latest plan.

'Sounds like Slam also found the key to the cage.' Peter thought since that idea was also obvious, but he felt Slam needed this plan to be his own idea.

"That's absolutely brilliant. Slam's plan should work." Coyote said to the others since the idea does seem sound.

"All right, Loonatics, follow his lead." Ace said to the others. Duck questioned about his money, but that was easily ignored. It was then the team surrounded the champion and attacked him with an endless optic blast, brain blast, magnetic beam, impact webbing, and egg bombs causing him to grow, and grow, and grow.

"Keep it up." Slam said to them in a garbled tone as he attacked, but was punched away.

"Gorlop will be even greater once he gets rid of those Loonatics." Pierre said and knew that that would also include the pretty one, but he was okay with that. The others continued to attack until he hit the barrier.

"It's working." Ace commented when he saw the energy of their prison go into Gorlop.

"Wow, Slam. That was an absolutely inspired strategy. We made him so big that he hit the force field, and absorbed all it's energy and over loaded. Makes me feel like yodeling." Rev said and was about to do so until Tech grabbed his beak.

"Don't." He warned and everyone saw that Gorlop had once again returned to his original size.

"Oh, Slam, you are a Tasmanian genius." Ace said as he gave the man in question a high-five. The mood was spoiled due to Pierre.

"You have- how you say- Ruined me. I will have the revenge." He said along with something in French, but was stopped by Tech who slammed cuffs on him.

"Cool it, Casanova. You're boom-boom days are done." Lexi said to him and they all watched as Gorlop kicked his manager in the shin. As the others were helping the viewers to get to their proper home, and get Gorlop back home Spider-Man was suddenly no where to be seen.

"LePew is in jail, the illegal fights are over for good, and Gorlop is back on planet Gossamer. Hmm. I'd say we've done a good days work." Ace said to the others as he listed what they did. The team also noticed that Peter joined back with them after all that was done, and that he was the first to come into the lounge room.

"Especially Slam." Lexi pointed out, but heard a groan causing her to add, "What's wrong Slam?" He heard her and decided to answer her truthfully.

"No champ." He said to her while still feeling down in the dumps.

"You may not be a champ, but maybe you could help me with something." He offered to their strength and saw a slight response so he continued, "That thing up there - is that a crack on the ceiling or what?" The devil followed his finger to the ceiling and was surprised to see what it was.

"For me? Me champ?" He questioned after carefully pulling it from the ceiling and staring in awe at the item in his hands.

"You deserve it, big guy." Ace said as he walked over to the now standing hero. He smiled at his friend's generous gift, but one other had a different idea.

"Cha-ching." Duck said before quacking right beside the champion; luckily Peter leapt to the ceiling before quacked back. "Oh, yeah. I see a world-wide tour, Slam, old buddy of mine. I'll be your manager. We'll split, 70-30." Duck said as he guided the hero in question to the elevator. "60-40? 50-50? How's 10 percent sound" He offered after hearing a series of grunts until the last one.

'That one I like.' He thought before hearing the rest.

"That part is for you, you know?" Danger said to him earning him a growl of anger.


	4. Chapter 4

Spider-Man is owned by Marvel

Loonatics Unleashed is owned by Kids WB

Chapter 4

The heir up there

Out in space, above Acmetropolis loomed a spaceship of ill intentions. As the being rocketed into the planet's atmosphere the heroes peacefully slept: Ace in a traditional one person bed with hobby items in the corner of his room, Lexi in a hamock with a small radio on a small end table, Peter also in a one man bed with camera in hand, Slam one person bed with turkey also on it, he made a habbit to eat while sleeping; there was also a bench press bar (fully loaded) over head, Tech: mutters famous genius quotes while sucking his thumb, Rev keeps adjusting himself with his super speed, "Firing cat-claw bombs." The invader said once he got into position. "Time for a rude awakening." He added after activating his four piece attack.

"Warning. Warning. Enemy vessel detected." A computerized voice said over the PA system after the shaking of the spire woke them up. With that the group suited up as fast as they could and rushed to work.

"Rev, initiate counter defense measures. Lexi, Spider: put on your brain blast helmet and web gauntlets and get ready to fire. Tech, raise the deflector shield." The lead bunny said to the others while rushing into position. "Slam, get ready to launch photon rockets." Ace ordered while five seats were coming out of the floor.

'This should be good.' Peter thought since he knew that this defense system was still experimental. Yellow put on a helmet, similar to his armored form, typed on the small console to his right, and with that a cannon of sorts appeared at the top of the spire.

"Ready to channel laser blasts, now." The swords-bunny commented before focusing his optic blasts into the sphere lensce of the cannon, and took out one of the attacking items.

"Counterattack initiated." Lexi said after putting on her helmet causing a pair of rabbit ears to come out of the sphere. Her brain blast came out in beam form and took out another attacking bot.

"Need more fire power." The attacker shouted in rage after seeing that he was down to only two claw bombs. At that point Peter who stuck his arms into two immobile gauntlets causing cannons to come out of the spire that held the sphere in place, and Slam grabbed an object that looked like a pilot's steering wheel causing a small cannon to come out at the bottom right of the sphere.

'Choke of this.' The devil thought with a big grin as he and the web-slinger opened fire. It took a few tries, but eventually the two took another one down. It occurred to Ace that he, Slam, Lexi, and Spider were attacking, Rev was making sure their gear was working, and Tech was making sure that the yellow glowing shield that he activated since the beginning of the fight was holding, but one was still missing.

"Hey, a certain someone seems AWOL. Anyone seen the Duck-meister?" The field leader pointed out and questioned as he often glanced at the empty battle station. The duck in question was still snoring in his self portrait room with earmuffs and a slumber mask.

"I'll rescue you." He said in his sleep before adding after a long snore, "Misty Rains. Interview moi? I accept." The mallard then went back to sleep.

"Any idea who's using us for target practice?" Ace questioned as he was also trying to look for the source of these strange devices. "Always like to know who's trying to blow us to smithereens." He explained to them while defending their base/home.

"Hey, would you mind keeping it down? An action hero needs his beauty sleep. Not so much for me, but for my fans." Danger said to them while wearing orange/yellow pajamas, earmuffs, and his sleep mask with one eye shown until he was done talking.

'I swear if I didn't need both of my arms for these cannons I swear that I would web-yank you to your spot.' The web head thought as he continued to fire his explosive web-balls.

"By the time Zadavia reaches the Loonatics, there won't be anyone to reach." The invader said as he watched the show before him. "All's going as planned." He added even though the masked man has note even scratched their shield.

"That's the last of 'em." Ace said after he and Lexi took out the last of the attck bots.

"Curses." The source of the attack said as he slammed his fist onto a small console causing new cat-claw bombs to appear on the ship - ready to attack. Instead of going with more bombs he simply used a powerful beam from the belly of his ship.

"Okay, guys. Let's focus our firepower and take out this tin can." Their field leader said to them before using four out of five of the weapons on the ship in the sky. The combo attack did a lot of damage to the enemy vessel.

"No one beats Sylth Vester." The man said after standing up from the attack. "At least not twice in a row." He muttered after a few moment of saying his name. It was then he saw a red flashing light on his console and from it came a voice.

"What was that?" A deep voice, the voice of his boss, questioned to the helmeted one.

"Uh, it was nothing. Just a minor bump in the road." He answered back to his employer as he was trying to prevent his boss of knowing that he lost to the seven heroes of this planet.

"Don't tell me it was nothing when I heard something." The voice said back; showing that he already knew that this attack was a failure.

"Sorry, boss, but I'm losing ya. Must be solar flares." He said while trying to use that as a cover as he hit the com link button. "Works every time." He said as he believed he had hit the right button, but instead:

"If I was there, I'd kick you where you do your thinking and sitting." The employer threatened to his worker, but after he said that the cat then press the correct button.

"Oops. Wrong switch." He said after he pressed the right com link button. The feline fighter then decided to retreat into space for now. A little after that their founder stopped by for a visit while also showing off that she now had a new cruiser.

"Loonatics, I have a very important assignment for you." She said after coming into their conference room before activating the feed featuring an elder in pig tails.

"I am Queen Grannicus from Planet Blanc deep in the Merrie Melody Galaxy. We're about to be attacked and so desperately need your help. The only way to stop the invasion is for the rightful heir to take the throne." The elder said to the lot, but the still PJ'd super still did not see the urgency.

"So, what does that have to do with us?" Danger questioned as he lounged at his chair with his mask still on.

"I'd like you to meet the heir to the throne." The blond woman said to them as she easily ignored the feathered one's comment. "Presenting the Royal Tweetums." She said causing a fancy container of sorts to float over the table and the curtain to open. "Royal Tweetums." She repeated after clearing her throat.

'Guess that's my cue.' He thought as he placed the portable gaming system to a hidden pouch under his cape before walking onto the extendable perch.

"Where? All I see is some scrawny-looking bird." Danger said after getting an eye full of the creature before him, and was not impressed. Zadavia did not like the tone of Loonatic orange, so she decided to set the record straight.

"This is the heir to the throne." She informed the slacker of the team. The yellow feathered wonder decided to speak a family tradition to the warriors before him, but with his own twist.

"I'm only 3-and-a-half parsecs old." The canary said and showed the number three on his left hand. This oly made the PJ wearing protector to be even less impressed.

"Well, royalty isn't what it used to be." Danger commented as he recalled his great ansestor often spoke of a royal woman as tall as your basic Earth female, but the size of this royal one was a joke.

"I have a hunch our feathered friend has something to do with our recent rude awakening." Ace said to his founder as he wanted to show off that he knew the importance of this mission and to tell her that they had an early bird fighter.

"There are forces that do not want Tweetums to reach Planet Blanc." She informed them after having the stand hover just over her shoulder so the royal one could walk onto her left palm.

"Dark and very mean forces." The smallest of the birds said with a shudder of fear. The founder placed the bird on their table and went on to explain the importance of this mission.

"Somehow, they've managed to track our every move. That's why you are needed to make sure that the destination is reached." She said to them, but even with a tone that showed them why this was a big deal there was still one that did not understand.

"What's the big deal about one puny planet run by one puny prince?" The egg tosser questioned to the boss of their team before taking another look at their guest and added, "Or should I say princess?" This of course got the royal' one's attention.

"Hey." He shouted in anger, but knew that this was a tradition in his family tree; no one knew if they were male or female even though the females of their kind had pink feathers while males had yellow feathers.

"The last time Blanc was invaded…" Zadavia started while gesturing to one of the smaller monitors and showed old footage before continuing with, "…the universe was plunged into an intergalactic war that lasted 1500 years." They all saw ships of different origins trying to blow each other up.

"How come every time the universe is plunged into war, it lasts 1500 years?" The orange clad hero questioned since that seemed to be a popular number.

"It's probably actually 1,275 years, but 1500 sounds more ominous." Spider said to the feathered one as he paraphrased a quote from Xiolan Showdown, but surprised that their founder was blushing over what he said. 'Seriously?' He thought as he was surprised that a cartoon could be right about something like that.

"The royal family was exiled. Now is the time for Tweetums to return to the throne, or risk another war." She said after settling down her embarrasment. The founder of them tried not to blush again, but this time with all the attention the field leader was giving her.

"We proudly accept the mission." The owner of optic blasts said to her as he rose from his seat.

"Oh, goodie, I like him." Tweetums said as he jumped in place, but stopped jumping to add one little piece of information. "You, I'm not so sure." His comment did not phase the mallard since it was a family tradition for everyone to enjoy the rabbit over the duck,

"Spider, Duck, Slam and me will drop off Tweetums with Queen Grannicus. Lexi, Tech, and Rev, stay here and watch our backs." The head bunny explained to them, and finished with, "We'll take Optimatus' old ship." This frightened his family's rival a bit.

"But that belonged to the bad guys. It still gives me the willies." Danger said back and tried under the table to show just how scared he was.

"Tech retrofitted it from top to bottom with thrusters, blasters, even a juice bar serving the finest carrot smoothie this side of Gemini." Ace explained to the duck billed one after walking over to one of their monitors and showed off what the upgraded one had in it.

"A billion miles for a smoothie? Oh, goodie." The porter stated in an un-thrilled tone. After Loonatic orange has suited up the team set off to their destination.

"We'll be running a skeleton crew, so it's important that everyone sticks to their duties." Ace informed the others before assigning the tasks, "Naturally I'll be the pilot. Peter will be the navigator. Slam will be in charge of the engines, weapons and the kitchen." He stopped when he saw the strength in question drool at the last job mentioned.

'I like that idea. I really, really, really do.' Slam thought while shaking his droll in every direction.

"Uch. Great. Drenched in Slam cooties." Danger said as he was receiving most of the spray since the spider was protecting their field leader with a web-shield; Duck saw this and pulled out his collapsible unbrella.

"And Duck will watch Tweetums." Ace said when the storm of spit passed. As the others headed over to their assigned spots the babysitter could only glare at the person he was assigned to.

"Oh, boy. Oh, boy. You are the lucky one." Tweetums said after walking out of his traveling container to look up at his latest sitter.

"Hey, I'm a trained warrior, a mean, lean fighting machine. Not a babysitter." Danger said as he tossed his umbrella to the side and stormed off - away from the heir.

"I'm not a baby. I'm 3-and-a-half parsecs old." The bird informed his current protector who was not interested in hearing that.

"Yeah. Yeah. I heard you the first time, nugget, and it wasn't that interesting then." Danger said with his back still to the heir since he really didn't like this gig.

'He's acting just like my other sitters, so I guess I'll have to do to him as I did to them.' The canary thought as he began to think what to do first. At the controls the pilot decided to give the others the good news.

"Looks like the survival of the universe is well in hand." Ace said to the others after activating the com link back to the base. The others at the spire liked what they heard,and was also happy that everything was running hot, straight and clean.

"All you gotta do is enjoy the ride." Loonatic green informed Loonatic yellow; feeling pretty good over what he had accomplished. "I'll be using a high-powered protective shield generated here at headquarters that'll keep you and your ship completely safe." He informed while typing on the console.

"It's a nano-tech molecular screen that derives energy from sub-atomic particles that can be directed long distances by bouncing from satelite to satelite, and then reconstituted to their original molecular structure to create an invisible layer of pure proto-plasum. Which not only provides protection, but also cloaks the vessel from any outside detection…" Rev explained to Ace, and used the scientific notation since he wanted to show to the others that he could be more than a speed factor or GPS, but all he did was make the swords-bunny and the big-eared egghead tired.

'Click.' Ace thought as he cut transmission and then he activated the com link to the kitchen. "Hey, Slam, what's cooking in the kitchen? Can't wait to see what you're whipping up for dinner." Ace questioned as he saw the devil at the fridge and believed that he was seeing all that they had.

"Oopsie." The Tasmanian said as his bodies was covered in half eaten food, and he knew that if he didn't present something to his field leader or he would get yelled at by him and possibly the other two.

"Come in, Queen Grannicus." Ace said as he decided to call up the one that assigned them on this mission in the first place. "We're cruising through the Clampett galaxy with an ETA of seven and a half hours depending if we have the solar winds at hour tail.

"Oh, how very nice. Have a safe trip and be sure to take care of my precious Tweetums." The elder said to the swords-bunny in a rushed tone; as if she had somewhere she needed to be.

"Hey, uh, don't lose any gray hairs over it. Tweetums couldn't be in better hands." Bunny informed her and was mentally enjoying that he gave the slacker the role of babysitter.

'Please stop singing. Please stop singing.' Danger thought as he was forced not only relocating the container to a fancy room, but also brushing the royal one's back as he was taking a bath. "That does it. Bath time's over." He shouted in anger and threw the brush to the ground to show how angry he was.

"Aw, but you were doing a very good job. Even if you missed a spot." The canary said and pointed out by waging his tail feathers at his fellow bird who took the opportunity to flip body part.

'That felt good.' Danger thought as he heard the splash of canary meeting bath tube. "There. Happy?" He snarled and questioned since this was really working his last good nerve.

"I think I'll make this song my planet's national anthem." He said: not even bothered by his sore tail feathers. "Will you sing it with me?" Tweetums questioned after getting a new towel and walked back outside.

"Forget it. I don't do duets." The egg chucker said to the heir with his arms crossed to show that he is serious about this.

"You shouldn't feel sad just because you have a bad voice. Turn, please." Tweetums said to the duck and knew that was the right thing to say so he could start having fun.

"I happen to have a great voice. I just don't wanna sing your stupid little song." Danger said back after a scoff.

"Only one of us is royalty and only royalty gives orders." The small bird informed the super powered bird with a calm voice as he dried up the tail feathers. "You can either sing or change my diaper." The little one offered, and even though he may not be a baby his visors suggest that a diaper be used due to all the threatening creatures in the galaxy.

"Ha! You're not wearing a diaper!" Danger said: thinking that he had the royal one pegged, but received a towel to the face for his comment.

"True but I can and I'll make sure that it needs to be changed." The canary said back to the hero bird. It was then Danger used a family line:

"You're despicable." He said and tried to put as much spittle as his ancestor has, but failed at that part. The canary, like his ancestors, was unphased by that statement. "So, what are the stupid lyrics?" He questioned in defeat.

"You made a wise decision, Mr. Duck." The royal child said with a smile since he knew how to feed this into his plan before continuing with, "And-a one, and-a two…" Tweetums said and as they were singing Sylth was cruising through the stars, and as he was the cat activated a hologram viewer.

"Everything is on course as I had planned." The cloaked hologram said to the henchman before him. "You know what to do." The figure questioned and was praying that the underling would not disappoint again.

"Soon, I'll launch my surprise attack and make sure feather duster never reaches Planet Blanc." Vester said back to his boss as calmly as possible. "That's why I'm a super genius." He added boastfully; forgetting that it is the being before him that came up with the idea. Not taking any offence the man cut transmission on his end and left it at that.

'What else can I do with this guy that will be fun.' Tweetums thought as he paced around a coffee table as his protector read a magazine.

That's right. Ducks do make the finest leaders." Danger said as he read a classic magazine. "Must be because of their rugged good looks." He added while stroking his head from forehead to the back of the head.

"Hey, when are you gonna show me around the ship?" The heir questioned figuring that would be a good start with his quality time with this guardian.

"I believe the expression is, 'when something freezes over.'" Danger said as he tried to block the royal one from view by putting his propped feet in front, but that didn't work.

"Oh, pwease, Mr. Duck, give me a tour and I won't make you clip my big yellow toenails." Tweetums offered after pulling the webbed feet away from each other. He prayed that the offer would let him have some fun, and it.

"Forget it, mustard stain. You're staying put until we reach that ridiculous planet of yours." He informed while pushing the royal one away with the outside of his left foot, and switching to a lying pose on the couch. "And there's nothing you can do that will get me to move." He added before getting back to his book.

"Ooh, look at all these fun places to hide. Bye-bye." Tweetums said after opening the door that led to the hallway, and then left.

"Except that. Heir to the throne. Little hair. Hello? Oh, please." Danger said with worry as he searched all around the room and came up with nothing. If that weren't bad enough his field leader activated the video com link to the room he was in.

"Hey, what's up Duck?" Ace said to get his friend's attention before adding, "Just checking in to see how things are doing?" As the hare spoke he also scanned the location through the monitor and saw no sign of their package.

"Oh, things couldn't be better. Why wouldn't they be?" The duck themed hero said; trying to give the idea that everything is going according to plan. "You think I can't take care of one pint-sized yellow bird?" He questioned before giving off a forced laugh.

"It's just that the universe would be placed in great jeopardy if anything happened to the royal highness." The swords-bunny said back to him in his usual calm tone as if it was a routine thing.

"Royal pain in the butt's more like it." The mallard said when the feed was cut off. "That yellow fuzz ball's gotta be around here somewhere." He said before heading to the door to see if he went into the hallway.

"Ooh, what's in here?" The canary, who stood near the door, and only began moving when opened for Danger.

"Oh, no!" The teleporter said as he not only saw where the royal one walked, but also saw the signs around the door - that read: Keep out, danger, and high voltage. The hero slowly walked in, turned on the lights, and saw what the brainiac filled it with. "Oh, great, this is just where bird breath would go." He said before walking further in.

"Oh, I wonder what's up here." The target said as he was standing near a collection of wires. "Ooh, this place looks most interesting." He added after taking a closer look at the machine he stood on.

"When I get my hands on you, I'm gonna-." Danger shouted as he charged at the person they were looking over, but was interrupted by the bird in question.

"Oh, goodie. A game. Now see if you can catch me." Tweetums said as he ran into the large collection of wires.

"Ohh. Cheddarhead's gotta be around here somewhere." Danger said not knowing how far ahead the smaller bird really was. The water fowl saw his target after the royal pain said:

"This is fun." While laughing at the situation the two of them were in. He followed after and stretched his hand he believed the bird was.

"Gotcha." Danger said after feeling something in his grip, and to him if it was small then it was the heir that they were guarding…until he heard that voice.

"What do you have there, Mr. Duck? A present for me?" The royalty questioned while sitting on a thick wire. The duck eventually pulled the rest of him free and saw that he was not holding Tweetums, but the tip of a powerful laser of their's.

Whatever you do, don't touch the red button." Danger warned the royal one, who had gotten off of his perch and over to the main console of the room.

"I'm a very curious birdie, and when told not to touch something there's only one thing I can do." Tweetums warned and then pressed the button in question.

"Mommy." Danger said aloud since he knew that this was going to hurt, and after a lot of screaming and explosion he knew that such a laser was going to hurt.

"You gotta be more careful, Mr. Duck." The canary said as the hero stumbled away with scorched up feathers. "So, what game would you like to play now?" He questioned since to him his main guard was doing these things for his amusment.

'This'll do nicely.' He thought after sifting through several ideas, and came up with just the one. After grabbing the kid, tossing him in the container, and then locked it with any lock he could find.

"I don't think I like this game." Tweetums said up to his babysitter through horizontal jail bars.

"Tough, turkey. You're staying put until we reach your planet." Danger informed before adding, "And just to make sure…" That said he latched heavy chains and a combination lock to the small container.

"You're funny. But it's not easy keeping me in one place." The heir informed in a warning tone, but the taller bird was not buying it in the least despite seeing the event first hand.

"You can flap your beak all day. Those locks are impene-tra-bibble." The duck counter warned: feeling confident over the security he put on the royal transport.

"Not for my lucky paperclip." He muttered while the mallard went into a different room. As soon as he took it out the canary began to think over which lock to start off with.

'Now's the time.' Sylth thought as he followed them and then launched his attack while they were not looking. Back at the base Rev and Tech was making sure that the ship was working at peak performance, but the agile bunny saw something following them through the radar.

"Looks like Spider and the others have company." She warned to the other two. They heard her, but the brains of the team did not believe her.

"That can't be. Their flight plan is totally encrypted…" The genius informed her before adding, "…and no one knows the encryption except for me." The speed factor of the team heard this and decided to tell him the truth.

"Well, here's a theory, and I'm saying it's just a theory even though I think it's a pretty sound theory that maybe there's someone out there who broke the encryption…and that someone is not only one step ahead of you, but smarter then you." Rev comment and what he said instantly peeked the canine's interest.

"Smarter then me? Like dividing by zero." Tech said back to his friend. The agile one saw this while she was trying to work, and knew where it was going. Before their conversation could get any more heated she took Runner's beak and Coyote's muzzel, one in each hand, causing both to stop.

'To your stations.' She thought to herself while pointing to two different consoles after letting go of their mouths. They did as she pointed, and with that fight avoided the young hare went back to work to protect her other friends.

"Jamming transmission." The computerized voice of Vester's ship said after he typed in the command in question. Back at their base Lexi tried to raise the others on the horn.

"Ace, Spider, come in. To any Loonatics hearing this, respond?" Lexi said after typing in access to their communication system. "I…I can't get through." She told the egghead to her left with a twinge of fear in her voice.

"Our transmission is being jammed, which means the protective shield is also down." Tech said back to the woman beside him: not sounding bothered about that in the slightest even though his face showed her just how scared he was.

"Really? Maybe it's being done by that same person who's not smarter then you." Rev countered, praising that his theory won their earlier talk. As the genius face sunk in defeat Lexi let a smirk graze her face since she knew that comment was deserved.

'Strange Spider Sense is going off, but why?' Peter thought to himself as he and Ace were guiding their metal coffin to its destination.

"It's payback time." Sylth said after pressing a button which caused his pods to leave his ship, which was flying behind the heroes, and fly up to the bridge.

'Oh, I see why it went off.' Parker thought as he saw a pod and realized he should have told the others what he sensed, but it was a moot point now. The item before them open fire and shook the ship, but not enough to blow it off course.

"If it's a fight they want then a fight they're gonna get." Ace said as he saw the source of the weapons was behind them as he stared at his monitor. "Raise deflector shields. Arm all systems." He instructed through the ships speaker system which Slam abandoned the Kitchen and headed to the bridge; once there the devil went to his station.

"We've got trouble." Loonatic purple alerted the pilot in his native tounge as their vessel took another hit.

"We lost power to weapons." The field leader said in alarm. "Switch it to auxiliary power and channel it straight to me." He informed the two of them while putting on the same helmet that's a part of their home security system. "Let's see what space case thinks of my laser blasts." He boasted while focusing his move through the ship's cannons.

'Man, that guys good.' Sylth thought while growling in anger. The swords-bunny took this as a chance to blast the pods as well. As the three on the bridge were celebrating what they had done Duck, who was flung off his feet from the first attack, saw that the locks have been picked.

"Heir to the throne?" The mallard questioned when he saw the sight before him, and it was then the voice of the creature in question spoke.

"Oh boy, I've always wanted to see a big space battle up close." The canary said as he was already out the door, and headed for the closest window to watch the brawl.

"Uh-oh." The sitter said before getting to his feet and ran after him.

"Yoo-hoo, Mr. Duck." The royal one called out to his watcher as a way to tease him. The hero in question looked into the room he had just passed and it was then that he saw a problem.

"Waahh!" The egg tosser shouted in alarm as the royal one was standing in the open garbage chute on the far wall of the room.

"I'm over here, Mr. Duck." Tweetums called out to the warrior even though he knew the duck has already spotted him.

"No. Not the garbage chute." Loonatic Orange called out to the prey in question while the mechanical door to the machine was closing. Duck then quacked to where they had their suits stashed put it on, and quacked to where the trash was. "Heir to the throne? Hey." He called out while quaking this way and that way in order to find his fellow bird.

"Lookie what I found." The feline fighter stated out of evil glee as he spotted a lone Loonatic in space. The man in question on the other hand looked through the zero gravity garbage, and found nothing - which aggravated the hero greatly.

"I wonder where that walking appetizer went." Danger said before feeling a strange pull causing him to scream as he looked up and saw the pull was a tractor beam on the enemy ship.

"Poor, poor Mr. Duck." The canary, who: for reasons unknown, was still on the ship, and saw the capture of one of the heroes. "Since I am royalty, it is up to me to save my new best friend." He said aloud; knowing what he should do next.

"Hey, Duck." Ace called out one hour after the kidnapping and entered the room he thought they were in. "Tweetums." He called out before looking down and saw the damaged carrier at his feet. "Just as I thought, those two birds of a feather are up to something." He stated, believing that the fowl in question were doing something fun, and decided to find out where they were.

"If you don't get on the radio and tell your friends to turn over Tweetums, I'll show you the meaning of pain." The feline bounty hunter said to his prisoner who was standing in a small circular prison.

"Are you kidding?" Danger questioned back at the taller creature and followed it with, "There's nothing worse than what that flea-bitten winged rodent has already done." The mallard meant that sentence since his body has been in pain ever since they first met.

"You too?" He questioned in pure awe that someone else was feeling his pain. "You know, the very first time I ran into canary face…I lost all my back teeth, look." He stated and even showed the hero the damage he was speaking of.

"Ew. You got off easy. I lost parts of me I never even got to use." Duck said back as a counter comment. Neither of them knew that the bird in question was making a solo run to the enemy vessle.

"Maybe nobody's home." Tweetums questioned after using his person hover disk to get to the door handle of the opposing ship. After giving the handle a simple pulldown the door opened for him. "Oh, it's unlocked. Not too smart in this neighborhood." The royal one pointed out before going inside.

"I got this the time cheeseball locked me in a particle accelerator." The cat said as he opened the armor to his lower left arm and showed that there was no fur on that limb…in fact it seemed the hand to that arm was also stiched back on as well.

"No feathers left from taking on 200 million volts." The mallard countered while lifting the shirt portion of his outfit and showed the feline that his stomach area had no sign of feathers.

"No hair left for being dipped in molecular acid." Vester countered while opening his lower chest armor to reveal what he said…along with gaining a gut. As they continued their back and forth the spire team had some good news for their space bound friends.

"There the protective shield is back up." Lexi said after Tech flipped three switches. "You did it." She said in praise to the other two.

"Thank you." The speed and brains of the team said as one. "She was talking to me." The two shouted in anger with their foreheads touching one another; they were both about to have a bout to see if speed was better then magnet or was it the other was around, but a clearing the throat sound from Spider-Man caused them to focus on their field leader.

"You know, it's awfully strange that whoever's out there found us so easily." Ace said once all of their attention was on the delivery team.

"Unless they intercepted our communications." Rev said to the field leader since that was the only thing he could think of. The canine heard his friend's comment and did not agree with it.

"Impossible. They would've had to have broken my code, and no one could do that." Loonatic green said to red since he prided himself on his defensive prowess. The other egghead heard that as did the rabbit, and it was then they knew that something was up.

"Tech, do some snooping and trace all transmissions during the attack." Ace instructed the computer expert at the base. "Find out who's been yakking with the enemy ship." He added, giving the others a hint that he already suspected someone.

"That's just a scratch." Duck called out after seeing the latest damage the man outside his energy cell has suffered. "I can beat that, look." He added and was about to show him the damage, but the cat leaned in, immune to the field, and got up close to the duck.

"Oh, yeah? Well, I bet you never got sucked into a black hole." Sylth said before standing up and took off his helmet. As soon as he did Danger bared witness to something that horror movies could only dream of doing to a person's face.

"Okay, you win." Danger admitted while keeping his lunch from going into his mouth. As the cat went to a nearby console to input a simple command the creature they were speaking of saw the last bit of it.

"That duck sure is a good friend. He's confusing the puddytat and making him that that he doesn't like me." Tweetums said to himself in an admiring tone. The tiny creature decided to get to work. "Psst. Mr. Duck." Tweetums whispered as he used his hover disk to get in close.

"What are you doing here?" Danger whispered back since he knew the safety of this royalty came first.

"I'm here to rescue you." Tweetums said back in an, 'isn't it obvious' tone. The canary took out his paper clip, hovered to a panel in the back and got to work. After a few moments the field went down, but that did not make the water based warrior happy at all.

"Can I sink any lower? Freed by the makings of a finger sandwich." Danger said with a disgruntled sigh.

"I was very worried about you, Mr. Duck. You shouldn't wander off like that." Tweetums commented to the Loonatic after putting his paperclip back in its proper compartment in his armor. "Uh-oh. I thought I saw a puddytat." The small bird stated after a familiar shadow was cast over him.

"Come here." The lackey shouted while snatching the royal one from the ground. Despite the chewing Tweetums was able to lift the upper jaw from the lower jaw without any problem.

"I did. I did saw a puddytat." The bird said, just as his ancestors before him. The prize then fell out of the open mouth and landed at the feet of his new best friend. "You are a very, very bad puddytat tying up my friend like that." The bird said as he pointed an accusing finger at the creature in question.

"Kiss your feathery butt bye-bye." The opponent shouted as he pulled a gun from a hidden spot on the back of his armor and pointed it at them.

"Oh, yeah? Jump on. I'll get us out of here." Danger said to Tweetums while picking him up and placing him on the back of his neck. As soon as the cat shot from his blaster Duck quacked away, but reappered beside the console the cat was just at.

"Are you sure you're an action hero?" The heir questioned after peeking from their location and saw that they only teleported about a foot from where they were, and was unimpressed.

"You got any better ideas?" Loonatic orange questioned with a sarcastic tone since he did not like it when someone insulted his quacking powers. As Sylth came over to them Tweetums decided to do what he did best - be a curious bird.

"Ooh, what's this wed button do?" The yellow feathered friend questioned after climbing to the console and pointed to a big red button marked: danger.

"Suffering succotash! Whatever you do, don't touch…the red button." The cat said in alarm since he knew what it did, and he didn't like it.

"He don't know me very well, do he?" The tiny one questioned to his best friend before doing what the other specifically told him not to do, and pressed it with his foot.

"Suffering succotash." The attacker said in an awe struck tone even though he was thinking, 'Should have seen that one coming.' It was then his computerized voice of the ship spoke to what was just pushed.

"Self-destruct sequence activated." The voice said causing the three to become a bit nervous over what was happening around them. "The ship will self-destruct in 10 seconds." The voice explained to the three organic life forms within, and began to count down.

'Come here you.' Danger thought as he stood up and grabbed the royal one. As soon as the porter ported away Sylth went to work of typing to disarming code as quickly as possible.

"Whew. That was close." Vester commented after typing in the last of the code and just made it on the last second.

"Zero." The voice said to the owner of the ship along with, "Bye-bye." Outside Duck and Tweetums flew back to their ship, and heard the explosion - expecting their pursuper to be gone with the ship, but in the smoke the man in question flew away in an escape pod.

"How do you like that? For once I didn't get the worst of it?" Danger questioned as he looked over his shoulder and saw in the pod window that the cat was covered in a soot of sorts. His praise was short lived for when he looked forward, "Yipes!" He shouted before slamming face first into their ship.

"Poor, poor Mr. Duck. I'll rescue you." The heir said as he watched the mighty mallard slide down the side of the hero vessel. After the save the two went back inside and told Ace, Slam, and Spider-Man everything that had happened, and all that they said helped cement Peter and Bunny's thoughts.

"Better act as if everything is normal when we reach Blanc." The swords-bunny stated to the loner of New York who nodded before getting back to his post. With no other interferrence they landed on the specified planet and made up with the elder in question.

"Ah, Loonatics, you've made it. Do you have the Royal Tweetums?" Grannicus questioned politly to the heroes of Acmetropolis.

"Here you go your highness. Safely delivered as promised." Loonatic yellow said to her with blue and orange to the right of him and purple to his left along with the one in question at his feet.

"Oh, thank you, Ace." The woman said back to the hero with the same nice tone not noticing the eye conversation between blue and yellow. "Now you can do me one more favor:" She said while adjusting the staff to her lips and finished with…

"Drop your weapons." She said in a deep voice which surprised the heroes.

"Do as she says. I got an itchy trigger finger…" Sylth said to them as the seat in the center of the rondevous point turned and they saw him sitting in a wheelchair. "…Well somewhere in here." He added since his nervous system was still shot due to the latest explosion.

"What's going on here?" Danger questioned as Vester revealed the hidden arsenal inside his wheelchair. Peter nodded: telling the field leader that it was okay if he explained he was just happy to make sure the lackey was with her thanks to his spider sense.

"It seems Queenie was in cahoots with Sylth Vester all along. Not only did she launch the attack on HQ, she was the one jamming our signal and feeding whiskers the location of our ship." Ace said while the gun totting grunt was wheeling into a better firing spot.

"That's right, rabbit. There's no way I'm turning over the throne to some small bird. I've been running things just fine." She said with the 'I'm better' tone in her voice while pointing at the creature in question with the staff.

"You are a bad, bad queen. Just for that, you are off my court." Tweetums said to her with a defiant tone of voice.

"Oh, and you are off my planet. Permanently. Finish them off." Grannicus said: not even taking the threat seriously. He did as she asked and opened fire while laughing.

"Take that. And that. And thatty." He shouted while firing. The cat began spinning around them and fired at the same time, but once he stopped all five of them vanished. "Hmm. Not exactly the sharp shooter I used to be." Sylth admitted after they faded away.

"Sorry, mummified mercenary, but you were mainly blasting away at our holograms." Spider-Man said in a casual tone causing both villains to turn and see that each of them were holding strange sugar cube which Parker called - holo cubes.

"Queenie, you are dethroned." Ace said as he put his cube away and pulled out his sword. As the bunny did that the two of them tried to make a break for it. "Guardian Strike Sword attack." He ordered after plunging the blade into the ground, the power surged to them, and made a dome barrier.

'At least things can't get any worse.' The elder thought after hitting the dome and landing in her minion's chair only to look up and see the dome fade away and some gunk fall on top of them.

"If it wasn't for Duck's brilliant scheme to have Sylth capture him I would have never figured it out." Ace said when the gunk, which was glueco gel, harden into block form so he could lean on it.

"That wasn't my brilliant scheme. I mean, that was my brilliant scheme?" Danger said back, and realized that the field leader say that just to make him part of the solution to this whole thing.

"You see: Sylth was so busy with you Danger-wing that he had no idea that he was being monitored by Tech back home. Tech traced who the puddytat was talking to, back to the anti-Granny." Parker stated since he did not want to be left out entirely.

"Yeah, it was brilliant, right? Sometimes I even impress myself." Danger said back, feeling even more proud of his role as decoy. Within the mold Grannicus elbows his grunt in the gut for his failure of not making sure that the channels were secure. Once they were taken care of and Tweetums sat on the throne the tiny one had one more request.

"You may approach, Mr. Duck." Tweetums stated to Loonatic orange in his usual tone. The hero in question walked up to him as if he was still in the hero's protective custody. "Psst. You're supposed to bow your head in the presence of my greatness." The canary whispered since he saw the egg-tosser did not do that on his own.

"Oh, right." Danger whispered and knelt down with a stern look on his face.

"For acts above and beyond the call of duty…I knight you Sir Duck." Tweetums said once the hero was in the proper pose before hitting him on the head with the royal scepter.

"Ouch! Owie! Hey!" He shouted in pain, and stood once the hitting stopped. "Funny, but I feel kind of different already." The mallard admitted with four large bruises on the top of his head. "So, what kind of perks does a knight get anyways, huh?" Duck questioned once the area stopped spinning.

'This is too good to pass up.' Peter thought to himself. He followed the two to a room on Blanc and opened the door a crack and saw that Danger was giving the heir a bath and they were both singing a song he has never heard before.

"A little lower. No, lower. Lower." Tweetums ordered his latest knight before cutting the cheese in his bubble bath.

"Easy, Your Highness. This is about as low as I get." Danger said back with a face of disgust not knowing that his pain was being captured on film.

'I can't wait to see the other's expressions once I have these developed.' Peter thought with a satisfied smile on his face.


	5. Chapter 5

Spider-Man is owned by Marvel

Loonatics Unleashed is owned by Kids WB

Chapter 5

Family Business

It was an average night in Acmetropolis: everything was running smoothly except for a pizza shop. "You got five minutes to get it there. Otherwise, I take it out of your pay." A pizza manage said to his delivery boy, who jets off after the speech.

"Always with the late deliveries, he says. Like the pizza turns to poison if it's five minutes late." The delivery boy said while racing along before stopping by a dumpster. "Here's what I think of your pizza, Mr. Bronski." The teen said before ejecting it from a disk slot of sorts. The food slammed onto the lid, and slid down. "Whoa. Dude, that's some gnarly trash." He said after seeing a strange object in the dumpster, and decided to pick it up.

'You are not who I am after, but you'll do.' The device thought before opening up, and attaching itself to the delivery boy. It upgraded the teen almost instantly, and it was then he decided to do something he has always wanted to do.

"Loonatics, ready, set, let's jet." Ace said after receiving the 911 to their spire. As the animals flew by pack Loonatic blue decided to stick with his signature mode of transport.

"We've got a food fight to stop." Danger said after fleeing the hole as well. The team made it there just in time to hear someone yell, 'help'.

"Looks like a U.F.P. Unidentified Flying Pizza." The swords-bunny said before landing, and as soon as the field leader landed he dodged up to nine pies. "That was a close one." Ace said as he referred to the ninth one that he barely dodged.

"Closer than you think." Danger said as he got hit by the last one the moment he landed. The heroes heard the same shout for help, and followed it inside. It was there the group saw the manage get slammed by pizzas until he was stuck to a fridge, but with the added weight the refridgerator started to fall.

"Heads up, guys. Looks like a cheese war." Peter said after sprinting to the endangered human and held the metal device up with one hand. The opponent saw this and tried to deal with the meddler by chucking pizzas at him.

'My turn.' Slam thought as he jumped in front of the disks and gobbled them up in mid air. As the strength did that the others instantly placed the face of the villain of the day.

"I'd recognize that face anywhere." Lexi said as she was the first to remember the face.

"Yeah, he looks like that lazy slacker who always shows up late with our pizza." Danger added since he recalled how cold the pies always were when this red haired human delivered them.

"I know you. You're the one who never tips." The delivery guy said as he mentally chucked the pizza maker at the egg chucker.

"I'll give you a ti- Aaah!" Loonatic orange cried out after being slammed by the machine and the get launched out of in once it hit the wall. Slam saw the glob of cheese and decided to catch it.

"Pizza." Loonatic purple cheered after his save. It was at that moment that Danger felt a long tongue slid up his greasy back.

"Hey, hey, hey, take it easy, big guy. Some of that there is duck." Loonatic orange commented while thumbing to himself, but the big lug kept up his licking.

"Slam, you can munch on Duck later. We gotta stop the pizza dude from making any more deliveries." Ace said to his teammate while thumbing over to the fight behind them. While that was going on Peter peeled the manager free and he tried hiding under a table.

"Guess you picked the wrong day to fire me, huh, Mr. Bronski?" The delivery guy questioned after ripping the cover from over his target.

"Okay, Toby, okay, you're rehired." The owner of the pizzeria stated before adding, "You can even 15 minutes off." He then muttered under his breath, "Every other Monday." The attacker heard this, and was not happy.

"No. I'm the boss now, and you've just been terminated." Toby said as he then attracted the pizza maker and the fridge to him and then sent them to his boss in a sandwich style.

"No!" Mr. Bronski shouted as he prepared for the worst. "Somebody help me! Aah!" He shouted as he peeked and saw that they were still coming. Using a figure eight Rev was able to save the boss and get out safely. "Thanks bird." Bronski said once he realized that he was not going to die.

"Believe me I know who tough delivery jobs are. Having been in the biz for years until I became a crime fighter. That's almost as dangerous, but you get a good dental plan which you need after getting smacked in the beak. You know what I'm saying. Rev commented as he saved the person before dropping him off outside and then went back to help his friends.

'I can at least deal with them.' Toby thought as he summoned various fruits and veggies from the drawers around the heroes.

'I won't let you hurt my team.' Ace thought as he leapt up to a high ledge and hit the back of the delivery boy with a powerful optic blast. The pain was too much to bear causing the boy and the armor to separate.

'This is gonna be messy.' Loonatic blue thought before summoning a web shield and used it as an umbrela, but the only one that got hit by falling objects was Duck with a tomato.

"All this over a measly tip?" Danger questioned after getting the tomato gunk off his face. The greedy one enjoyed money as much as the next guy, but not when it was a buck or less.

"Whoa. Dudes, it's not me. I couldn't help it. That thing, it was controlling me." Toby explained to them, and at that moment Lexi saw Peter walk up to them, while holding the shield as a friend of his does, but had a concerned look in his eyes.

"Let me guess. Another accidental super villain? What's next? Villains with notes from their parents?" Loonatic orange commented and all were expecting blue to say something, but he still stood silent.

"It's like I was possessed." The civilain said to them which only the web-spinner worry more. Ace then told the human to run along, which he did, Tech then whipped out a transport gun, and blasted the alien device.

"Let's head back." The spider themed man said as he walked off and took off swinging the moment he left the doors. The others were concerned, but none more than Loonatic pink.

"Give us the scoop on this hard hat, Tech." Ace questioned once they were back at the spire. After digging out a containment unit the egghead attached a hose from his gun to the container.

"Well, simply, it's an extraterrestrial biotech synapse parasite…that enables the host with thought-controlling levitation powers." The green canine said after the device was safely inside the container.

"To put it simpler, a thingamajig." Danger commented and thought that would help the one hanging upside down, but still nothing.

"Mm-hmm. But pizza guy said he couldn't control his actions." The swords-bunny pointed out since there was still that little wrinkle to solve.

"That's right. Once the thingamajig attached, it took over his free will…and acted only on his deepest darkest desires." Tech explained and it was then the group realized why their seventh member was being so quiet - because he had dealt with a similar creature back home.

'They're worried. Got to lighten them up.' Peter thought as he realized that they now knew why he was so quiet. 'Perfect.' The loner thought as he saw a gift over in the kitchen area. "And those deep, dark desires scored us plenty of free eats." The hero said after firing a new web-line and hung over several pizza boxes.

"That's what we get for saving pizza guy's boss." The agile bunny stated as she joined him. 'At least he's trying.' She thought before picking a slice. It was at that time that Slam joined them as well.

"At least take them out of the box first." Danger stated as he saw Slam eat them. As the mallard went over to try to handle the situation the canine decided to congradulate their team leader.

"He's lucky you blasted it off when you did or it would have been stuck to him permanently until it decided to leave on its own." The super genius said while gesturing to the item in question.

'Tech has a point - leave on its own. So maybe it isn't like the symbiote back home.' Peter thought before seeing a familiar red streak dash across the room. He was dusting, cleaning, and complaining about the dish washer which concerned the others.

"Rev, what's the rush? Dig in." Loonatic pink stated while holding up a new slice of pizza.

"Sorry. Can't. No time. Got to clean up. Got to get organized. Got to get HQ ready for visitors that I forgot to mention that I invited that are coming from out of town and they'd be here any second…which would be this second." Rev said while giving Lexi a plate and napkin, brushed Tech's teeth, brushed Ace, combed Slam's mane, and dusted Duck's pizza slice before rushing to the door. "Mom. Pop." Loonatic red said with a smile at the two that were on the other side of the door.

"There he is. How's that son of mine whose so good to see after a long while, but now after seeing him in his new digs where he hangs his feathers? And this must be the crime fighting crew I've heard about." Father said after greeting his son with a family twister. "I'm Ralph Runner and this is Harriet. Call us Ma and Pa Runner, and this is Rip." Pa said as he introduced himself and two others to the heroes.

"Hey." The slacker Runner said in an easy going tone.

"Whoa, settle down, son, and let the grown ups have a word in edge wise. And I see you ordered pizza which I love especially with those little seasem seeds." Ralph said before diving into the pizza.

"Well, that pie is ruined." Peter muttered under his voice while the rabbit duo sported grossed out faces.

"It's so good to see you, Rev, honey. Even if I should scold you for not calling I mean just look at you. But look at that delicious looking pizza. I couldn't. I should. Maybe a sliver, a bit, a bite, a nosh, a smidgen, a tad. Oh, I shouldn't." Harriet said before diving in as well.

"Ah! My brain is melting! There's a whole family of them! I'm checking into a hotel." Danger said to the others which is what all of them were thinking. The speed factor could see that this meeting was going downhill, so he decided to do something about it.

"Uh, folks, I think you need to slow it down just a little for their sakes, okay?" Rev asked after getting his mother's attention who nodded in reply before rushing over to the female powerhouse.

"So nice to meet you." The mother of their speed factor stated obviously straining from talking so slow.

"Okay, maybe not that slow, Ma." Rev said to her; informing his mother figure that that speed was not needed.

"Hi, how are you? Nice to meet you. Now, don't tell me. I'm really good with names: Mace, Dyslexi, Patter, Spam, Dork, and, oh…yeah…and the…coyote." Father said but his mane of feathers over shaking Loonatic green's hand.

"Oh, dear, and no leash." The mother of their speed factor commented which really got on the canine's nerves. Rev heard the growl and decided to try to defuse the problem.

"Sorry, they have coyote issues." Loonatic red said as he led the big brain away from the folks.

"Maybe I should get back to work." Tech said with a snarl before looking over at their guests. "I wouldn't want to accidentally eat your Ma and Pa." He added before walking away. Runner was about to resolve their friendship until someone spoke.

"Now, son, let's talk about you joining the family business." The father figure stated as he zipped right behind his son.

"No pop. I'm a crime fighter, not a gadget salesman. Let Rip help you out." Rev said as he decided to let his bro step in for him.

"Rip? Oh, no place in business for a slacker." Ralph said back not knowing that his son in question was right behind him.

"There he goes again. I am so out of here." The brother to their speed factor said aloud before walking off.

"Boy talks so slow I can barely understand him." Ralph said back as he watched the slacker of a sun walk away. Deciding to try to keep everyone in happy spirits Rev decided to try something.

"Let me show you around." The speed demon explained before walking them over to the window in their lounge room.

"Rev, son, you've always been the best at whatever you set your sights on, but saving the world's a dead-end job." Ralph explained to, in his opinion, the wiser of his sons.

"Here you go, son, here's a little cash to tide you over till your next paycheck." Harriet explained after rushing over to the two and offered the one in the uniform some dough.

"We don't get paid, ma." The hero pointed out since he knew that if they did then they would never have Peter as an active member considering what money took from him.

"What did I tell you? Volunteer work." The father said, and since Runner could not see this going in a good light he simply decided to walk away. "So, I guess the family trade of making money selling gadgets is beneath you." He said while pursuing the hero into a different spot of their base. Back at the pool table Ace, Peter, Danger, and Rip were looking at the alien device.

"Whoa, what is that thing?" Rip questioned as he was looking at the alien device.

"That's just one of those dangerously powerful biotech brain parasites from outer space." Ace explained, but kept an eye on him since he did not trust the brother to his teammate.

"Whoa." The slow Runner said back as he was still amazed at the device. Peter used his camera and took a picture of it.

'This idea just might work.' The web-spinner thought before walking off. As the hero headed to his room to put his plan into motion he saw the other three Runners go into the lab.

"Well, speaking of gadgets…" The father said as he walked up to Tech's workbench and found one device very fascinating.

"No. Don't touch the molecular reconstructor." Tech warned, but was ignored as the device was activated.

"Sweet meep-meep." The father said as a tiny dish fired a blue beam that shrunk the male role model down to six inches. "Whoa! Look at that." Ralph said before looking up hat his lover and son.

'Now I see where it got it from.' Tech thought with an annoyed look on his face before activating the device again which undid what it did.

"Whoa! Yeah! Sweet meep-meep. This place is a gold mine of gadgets. I mean…not bad for a coyote." The father said since he did not want the descendant of his family's greatest foe too much credit. "Hmm. So, how much for one of these babies?" He asked while pointing to a device on the metal support beam.

"My inventions are not for sale." The canine answered back with crossed arms of certainty.

"I see, playing hardball. But I can play hardball too." The feathered father said as he walked over to muzzled maintenance man. "Seventy-thirty split, that's my final offer." He said and thought that he had made a new partner.

"No." Tech answered back calmly.

"I mean, 65-35." Raph corrected himself

"No way." He answered back with a shake of the head.

"Sixty-forty?" The gadget man offered again.

"Not today." Coyote answered back while checking his com link for the time.

"55-45?" Ralph tried again.

"Gotta go." Tech said back while thumbing over to his desk.

"56-44?" He tried again.

"See ya." He said as he was about to walk away.

"58-43?" Ralph offered again.

"I'm gone." Tech said as he headed for the door since he wanted no part in this man's world.

"Pop, he's really not interested." Rev informed after that ordeal was done.

"Well, I think that coyote has roadrunner issues." Ralph stated while glaring at the man that turned down all of his offers.

"Oh, gee, if you want a gadget so bad. I can show you one I'm working on." Rev offered, and prayed that that would put his father into a better mood. They headed over to a heap of kid sized robot parts.

"What's this?" Pa Runner questioned in alarm after seeing the object before him.

"It's a Robo-Amigo." The speed factor answered back.

"A Robo-Amigo? Now your talking." The father questioned and shouted proudly after seeing the item. The chucker on the other hand had his doubts of the device.

"That old scrap heap? You've been working on that thing forever." Danger said before slapping the head/torso area which the inventor caught it before it fell off of the cart.

"We'll finish at home together. Like the old days." The father said as he gave his son a friendly noogie. The hero heard the comment, but had mixed feelings.

"Well, I'd like to pop, but I have important crime fighting duties, here." Rev said and a part of him prayed that one of the two would back up his statement, but before either could a new voice spoke out.

"Nonsense. You go and have fun with the folks after all there's nothing going on in the streets below." Peter said as he stood on the ceiling, and the bird knew that seeing this must have been a touch painful to him.

"If you say so, Spider-Man." Rev said and headed back home with his invention in hand. The family remained with tradition and stayed in the high cliff location just outside of Acmetropolis.

"Adults don't need Robo-Amigo. Pops should sell it to kids." Rip offered to his brother while leaning against the ledge to their indoor garden.

"Rip stop bothering your brother. Can't you see he's doing important work." Ralph said as he ignored the other son's annoyed facial expression. "So how's my genius with a wrench doing?" Father questioned and received a response from the robot for ansswer.

"I can make anything, fun." The titanium twerp informed them.

"Wow! Oh, yeah!" The father shouted with great joy before it exploded.

"WEll, still a few bugs technically wise, but marketing wise why don't we sell them to kids instead of adults." Rev informed and offered, while having every intent to share that much with his brother, but the elder had other ideas.

"That's…That's….That's brilliant!" The father said before walking over to the hero.

"Hey, what am I? Invisible?" Rip questioned casually.

"You see Rev I'm tapping into all the inventing and marketing talent you've always had." Ralph informed which made slacker even more upset.

"I am so outta here." Rip said and headed out with his hands in his pockets.

"But it was actually Rip's idea, Pop." The super powered one commented as he saw his brother walk away.

"None of that. Chop chop. If we're going to launch Robo-Amigo in time for the Holiday Season we need it done, yesterday." Pa informed before speeding off which seemed to put a lot of pressure on the flyer of the Loonatics.

"Super speed won't help me make this work, but there may be someone who can." Loonatic Red said to himself before speeding off to the spire, and headed to the only one that could help him. "Oh, please, please, please, please help make my pop proud of me because I've never let him down, but I can't do it alone without a super-genius to finish it; by the way have I told you how sharp you look today." Rev said to the one he knew to turn this around.

"Okay. Okay! Since you've admitted that your out of your league - I'll help, but what about those coyote issues." Tech informed and questioned with air quotes over the two words that mattered most.

"Well, I've told them that you're a vegitarian so if they offer you birdseed go along with it." The bird said back as he stayed in a traditional begging pose. The two headed to the speedster's house to asses the devolpment of Robo-Amigo.

"Doesn't feel right him being here. Even if he is a vegetarian." Ralph informed in distrust while watching the canine work.

"Oh, he just wants to learn from the best. Right, Tech?" Rev informed and questioned while praying that the big brain of the team would roll with what he said.

"That's right. And the best is definetly in the room." Tech stated which caused his fellow bullets because he feared his father was going to blow his stack for being insulted, but instead…

"Well, I'm glad of a coyote that knows his limitations." Ralph said as he leaned on the doorframe while still glaring at Loonatic green. This angered the super genius and caused him to growl, but instead of proving the father right he used his powers to carry the bot and a few tools outside.

'Maybe this'll help.' Rev thought as he saw that an extention cord was not plugged in, so he decided to do that for his friend. 'Then again: maybe I shouldn't have done that.' The speed factor thought after seeing a light show along with his fellow hero falling over the edge.

'So, this is the kind of pain my ancestors felt.' Tech thought once he finally hit ground. After taking the elevator back to the house, by passed the folks, and went back to the robot.

'Almost got it.' Loonatic red thought as he tried his best to pop open the head which he did. Loonatic green saw that it was tumbling straight to the cliff, so he caught it, but unfortunately he fell back into his roots again.

'A second time? Really?' Tech thought while falling back to the ground. After the second fall the two became serious, and after a bit of teamwork their mission was completed.

"I present to you - the Robo-Amigo." Rev said as he removed the tarp to reveal his finished product. The mini bot bowed to them before going back to a traditional flying pose which caused his family to clap for his success.

"I can make anything fun." The machine informed and this time did not blow up. The father got to work, and before the week was done there was a commerical already hitting the airwaves.

"Your invention's a smash hit, son. I think this calls for a trip to my office." Ralph said after the four of them watched the commercial. This caught both of the boy's attentions since that room was meant for his eyes only.

"But pop, no one goes in your office, but you - ever." Rev said since he honestly didn't feel worthy of such an honor.

"Let's check it out." Rip stated since he thought that the offer extended to him as well.

"Sorry, Rip, just Rev. His invention has earned him the right to enter the inner circle of the Runner family business." The father said and with that the two sped to the room in question leaving a very disappointed little brother/son behind them.

'Guess I can always watch come TV.' Rip thought and began to browse through the channels. As he was doing that the Loonatics were greeted by a familiar face thanks to a familiar sound.

"Since when do we have a doorbell?" Danger questioned as he walked to the back door, and nearly jumped out of his own feathers from what he saw beyond the door. After hearing the duck's scream of fear the others ran over to him and saw a friendly face.

"Spider-Lad? What are you doing here?" Spider-Man said to the Fuz-Z before them, and could tell that this was not a social call. Their long limbed friend gestured over to a street in the distance, and knew what he wanted.

"You heard our pal - Let's jet!" Ace said as he and the others followed Spider-Lad to stop whoever it was that was terrorizing the city. Their actions caught the news attention which broadcasted the whole thing for all to sea.

"Hold on, pop. My real…I mean my other job is calling me. Be right back." Loonatic red said to his father before speeding off to meet up with the others. He father commented in great pride to the speed factor which only got on the neglected one's nerves.

"Super-speed. Super-inventor. Super-salesman. I'm super sick and tired of it." Rip saod as he turned off the TV. He was planning on taking a nap to help cool off his heels until the roadrunner spotting something in his brother's bag.

"Access granted. Welcome, Rev Runner." A security system announced after detecting the speed factor. With no other defenses around Rip walked in, claimed the alien device as his own, and then decided to try his revenge scheme once the armor was done changing him.

'Spider-Lad still has some moves.' Spider-Man thought as he gently petted his Fuz-Z on the head once the battle had been won.

"Oh, gee, I'm sorry I didn't get here in time, you guys. I've been really busy." Rev explained himself after seeing the opponent held in a cube that was off the ground thanks to Slam and Tech's hover-cycles.

"Oh, yeah. Makin toys for rugrats. What are you: a crime fighter or one of Santa's elves?" The mallard questioned the speed factor which he probably shouldn't have done.

"I know it's been taking up my time, but runnin the family business is so important to pop, and I'm a little too tall to be an elf, but I promise you guys I'll be ready to fight evildoers: any time, any place, any how." Rev explained to them which blue and yellow knew that he meant every word.

"Hey, don't sweat it, Rev." The swords-bunny offered to the toy maker. Slam offered a similar comment in his usual tone.

"Ah, I'll never forget you guys for being so understanding. Even though I can't promise - I'll never forget because you don't know when you'll get whacked on the head and forget everything even forgetting about forgetting." Runner commented to them.

"Interesting logic style as always, Rev, but maybe for a second idea for your dad: why not action figure versions of us, and our villains. You know - work the local hero angle for a bit?" Peter offered to the toy-maker who seemed to be considering it.

"That's a good story and good idea, but I think we should get hansom here to a cell." Ace informed before motioning for the brains and brawn to fly him away.

'I have some good friends.' Rev thought as he watched the bunnies, duck, and spider head back home. His thoughts were soon interrupted by the sound of a child crying.

"Destroying stuff is so much fun!" A Robo-Amigo shouted as he tore off a doll's head as its owner bawled about it. "I can make anything fun!" The machine said after ripping off his own head and shook it at the girl.

"Your not supposed to do that, Robo-Amigo." Rev said after zipping over there and screwed the robot's head back on. "Or especially that." He added after seeing his machine eat his own optics with the girl watching the whole thing.

"I bet by concentrating my new powers into Robo-Amigo's central processor - I can control all of them at once." The armored roadrunner as he floated in the air and laughed evilly soon after.

"All across Acmetropolis the hugely popular Robo-Amigos are turning from every kid's best friend into every parent's worst nightmare. No word yet from their maker - Runner enterprises." A field reporter announced with an angry crowd behind her.

"That's it - we're finished. Washed up. Out of business. Put a fork in me - I'm done." The father said before collapsing on the couch, and it was then his wife decided to try and cheer him up.

"Try a seed bun, dear. It'll keep your strength up." The wife/mother informed as she offered her lover the item in question.

"Look, pop, I'm sure I can find the answer." Rev informed after zipping back into his house since he had a feeling that his father could use some cheering up.

"Yeah! It's called total factory recall, then bankrupts, then homelessness." Ralph informed in desperation.

"Oh dear, and I just bought new curtains." The blonde haired runner stated and hated from such an investment to go to waste.

"Once I find out what made Robo-Amigo go berserk we can send a repair to every - OH SEED BUNS! YUMMY, MY FAVORITE! THANKS, MOM, and…I know what I have to do." He informed then shouted out of seeing the food, and whispered once an idea hit him.

'Where's he off to now?' The mother thought as she saw her boy zip away. Rev rushed back home to talk to the computer expert of the team.

"Don't make me beg." Rev informed after twelve 'please' as he gripped onto his friend's leg who was trying to get some work done.

"Uh, you are begging." Tech informed and really wished that he had his leg back.

"Then please make me stop." Runner stated as he released the leg and pleaded with his hands in the praying gesture.

"Okay, okay. I'll help you, but only because I want to know how something I designed broke down." The canine informed his former foe.

"Oh, thanks Tech. If you weren't a coyote and a guy - I'd kiss ya!" Rev informed after rising back to his feet.

"Then lucky for me - I'm both." Loonatic green informed, and after grabbing a few of his tools the two headed back to the canyon. "Hmm, sensors, chips, and security interface all check out fine." He stated after a simple diagnosis before adding, "Maybe the glitch is in the remote." That said be pressed the remote once causing the machine to zig-zag in the air before giving the controller a flying head butt.

"Don't let it go over the…cliff." Rev said as he caught the toy but watched as his best friend fell with his arms crossed and his eyes glaring at him. Instead of flying down to save him the flier prepared to hear the splat again, but no splat came.

"I came prepared this time." Tech stated as he styled in blue boots with jets on the outside of the footwear.

"That's cool, Tech, but what about Robo-Amigo? If it's not an internal problem: then what's flipping him out?" Rev questioned while glancing at the item in his hands.

"Something external. Robo-Amigo is being controlled by someone or something on the outside." The green warrior commented and at that moment their specimen came flying into the sky where the villain of the day was.

"And that would be me. Bro." The buff brother commented as he caught the air borne device.

"Rip? Is that you?" The older brother commented out of concern since that did not seem like his brother at all.

"How does it feel to be a super-failure, Rev?" The possessed teen questioned in a tone that did not match with the boy they met at the spire the other day.

"He can't help himself. He's possessed by the bio-tech parasite. It's making act out on his deepest darkest feelings." Coyote commented as he looked up at the current foe.

"Time to show pop who's top bird. I've discovered what I'm super at: destroying things! And there's no better way to begin my new career choice then with the biggest target of them all - Acmetropolis." Rip announced before flying off to the city in question.

'I have to find a way to reach through to my brother.' Rev thought as the two flew back to their hometown. Tech was already on his com link, letting the others know of the situation.

"Uh, this can't be good." Ace said as he, Peter, and Lezi barely dodge a falling car which was thrown by the thug of the day.

"Tell me about it. Sure hope who ever owns this have their 'super villain insurance' paid up." The web-spinner commented which earned him a pair of strange looks. "What? They've have it at home." He confessed to them, but decided to worry about the problem at hand.

"People of Acmetropolis! Prepare for your lives! The Rip is on a tear!" The villain of the day shouted as he floated in the sky which the web-head had to admit that that was a good bad guy catchphrase.

'He's already here.' Rev, who stood along side the other, thought as he saw that his brother beat them to his hometown.

"I've already got a signiture taunt." Rip said to his sidekick that floated alongside him.

"I'm really sorry about everything, but I don't get to see my family often enough. When I do see-." Rev was about to explain himself, but was cut off by their field leader.

"Hey! It's okay, Rev. We all have family problems some times." Ace said while really wishing this was a random villain instead since this was something that Spider-Man didn't have the luxury of…or at least that's what he thought.

'Don't know why they're giving me that look. I did have a family back home - my friends.' Spider thought, but decided to focus on the possessed one at the moment instead.

"We've got even bigger problems. When Rip swipped the parasite he even took my molecular recontructor." Tech, who headed back to back to check on everything, and flew back by pack to let them know what he found.

"So, what's he gonna do? Make Robo-Amigo Tiny-Amigo?" Lexi questioned since she believed that the device could only shrink things, but the long earred one was about to be proven wrong.

"Oh, quite the opposite." The genius stated and pointed up and it was then they all saw the robot grow to giant size. At the sight of the metal giant everyone fled in terror except for the heroes.

'Now would be a good time for my gift or at the very least Talos to show up.' Peter thought and had a gut feeling that the gift he asked the others to make could take Robo-Amigo down no problem.

'Did not know it could do that?' Lexi thought as she recalled her idea of playing chase with a doll sized Spider-Man, but now that she sees the device has a growth effect she wanders how the city would fare with a giant rabbit. 'Perhaps for another time.' She thought and decided to worry about the oversized wind-up toy before her.

"Come on people! Let's have some fun!" The robot said as it walked through the streets - chasing after the helpless humans.

"Pop says I have no ambition. How's that for thinking big!" Rip shouted as watched his giant creation storm through the city.

"Destroying the city is fun!" The metal playmate said after smashing a window down.

"Fleeing. Panic. Screaming. It's good to finally be noticed." Rip said as he floated after his giant lackey.

"It's Robo-Amigo run amok. Every inventor's worst nightmare, but if I unscrew his head, we can fix the problem, and shut him down. What do you say, Rip?" The speedster stated before zipping around, and around the toy's head.

"No! Your doing it again! It's always about you! This time it's about me!" The younger one shouted before his lackey flick the red Loonatic away. The others saw this, but decided to focus on their current enemy.

"Little brother, you need to chill. Try some yoga." The swords-bunny offered but for an answer was a downwward thrust from the toy's right arm.

"I think the answer is no." The agile bunny commented when she saw the down ward thrust blow was for a building wall which caused all to narrowly dodge the falling debris.

'I must get through to him somehow.' Rev, who came out of his flick, thought before flying back to the battlefield. "What do I have to do to get you to stop?" Rev questioned as he stayed face to face with the attacker of the day.

"I want you to fight me." The possessed one commented back as if it was that obvious.

"I won't fight my little brother." The hero stated with an honest tone.

"I don't think you have a choice." The younger one stated before smacking his brother into a wall. "Had enough of me, yet?" Rip questioned and hope that that little action would start a fight.

"No, your still my brother. Even if you are making it difficult to remember." Rev explained and then dodged another swing. Since his plan wasn't working the jealous one focused on another target.

"There's got to be a way to get that thing off of him." Peter said as he swung up to Rev and clung to the wall to watch the machine's rampage. The other colors soon joined red and blue to try to come up with something.

"If you can get him out into the open. Then maybe I can hit that thing with my laser vision." Ace offered to the others since he knew that such a plan worked before.

"Just be careful not to hurt Rip, okay?" Rev stated to the field leader in a worried tone. The three got to work with Lexi bringing up the first attack with a brain blast to the toy's face.

"Normally I don't hit girls, but as you can see - I'm not too normal these days." Rip said and had his machine throw a punch, but there was some lag.

"Now, Ace, take the shot." The green canine ordered while using his magnetic powers to keep the arm steady. Rip then threw a car at them which was denied by Loonatic blue who knocked it away with a single punch.

'Here goes nothing.' Ace thought and blasted an optic blast right at the bird's back, but with zero success. "So, what's up, doc?" Ace stated out of fear since he knew what was going to happen next.

"HA! Definitely not you!" Rip commented before having his creation smack the airborne good luck charm. As Spider-Man went out of his way to make sure the field leader didn't go splat Tech was beginning to have his doubts with this fight.

"The parasite's been attached for so long. I don't know if we can get it off. I'm afraid it's going no where until it wants to leave." Tech informed the flier to his right even though that was probably something Rev did not want to hear.

"Oh man, my parents are going to freak! They flip out when I leave my room a mess!" The inventror's son commented as he looked at all the damage behind them. The attack lasted well into the evening hours with zero luck.

"Hey, little fella. Give me that Amigo. Double the destruction. Double the fun." Rip said as he made another Amigo grow to giant size, and then floated himself and the other two toward the spire.

"The situation was bad enough with one Amigo. Now there are two!" Rev said as he watched his brother go airborne with the two giants.

"That could be a challenge." Tech admitted that not even he saw this one going to be easy for them.

"He's unstoppable." The natural flier commented, but the natural fighter didn't like that way of thinking.

"Back where I come from there is no such thing as unstoppable. There's always a way to handle a threat." Loonatic blue said as he stood on a building ledge - watching where the creatures were heading.

"Maybe we could scare that alien gizmo off of him?" Ace offered to the others.

"No, not we. Just me." Rev explained before zipping up to his brother. "Okay, little bro - you wanna fight you got a fight. Give me your best shot!" He challenged and knew the enemy would in a heartbeat.

"This is gonna be so sweet!" The angered one commented and had his creations fly after the hero - high into the air. "Ha! I knew you were too chicken to fight!" The younger runner commented as he saw the red streak zip away.

"Hey! No body calls a roadrunner chicken!" Rev said before grabbing his brother soared into the sky, and then dive bombed back to the concrete jungle. Seeing the ground come up fast Rip tried to talk him out but the hero only said, "Getting my little brother back." Out of fear the creature de-fused from the bird, and searched out shelter while Rev pulled up just in time.

"Thanks, Rev. You know I didn't mean those things I said." Rip explained as he shook the under standing sibling's hand.

"Yeah, you did, but that's okay. I just wish I was a better listener earlier." Loonatic red explained and really did feel bad that he didn't see his brother's plight before all of this.

"After all the things I did to you. You risk everything to save me." The slacker commented and felt humbled because of that.

"Hey, forget about it, Rip. That's what brothers do - they look out for each other." The hero explained and it was then the inventor and his wife arrived at the scene to see all the destruction the news was showing them.

"Sweet meep-meep. Now, that's what I call a fender-bender." The father said after glancing at the robots that were destroyed when Rev saved his brother at the last second of the dive.

"Mom. Pop, What are you guys doing here?" Rev questioned not that he didn't still mind seeing them.

"We saw you boys on TV and thought we'd come down and see ya." The mother explained calmly to them.

"I've got great news! I've used Rip's first edition idea and now the Robo-Amigo's back in business." Ralph Runner explained and caused a proud look to the younger of his son's which he did enjoy.

'Another happy ending to another mission.' Spider thought as he saw all of this, and after taking a few photos they all headed for home. Duck and Slam were watching a news report of the first edition Robo-Amigo, but was cut short when the field reporter chased after the kid that swipped her toy.

"Suckers." Danger said with a satisfied smile before a voice spoke out from behind him.

"Want to play another game O great, maximum, leader and wonderous duck." The Robo-Amigo behind them said as he knelt before the one that purchased him.

"I told you to stay in your box. Your worth more in your original packaging." Danger said to his toy who apologized for his blunder. Once everyone was gone a small spacecraft came down and landed near the crash site in the city.

"Here, boy. Where are you?" A young female voice called out which got the parasite's attention. "There you are. I've been looking all over for you." The girl said and let the creature attach itself to her.

"Kids." The older man in the saucer commented and was grateful that someone on this planet sent out a missing poster and pictures of where they should land for the best option to find it.

"Oh, Spikey, I hope you've been keeping out of trouble." The girl said to her pet as they flew back home with the heroes being none the wiser that they had some temporary visitors.


End file.
